Statement of Changes in Beneficial Ownership (4)
August 17 2021 - 11:29AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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BRANDT DAVID |
2. Issuer Name and Ticker or Trading Symbol
Airspan Networks Holdings Inc.
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MIMO
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP & CFO |
(Last)
(First)
(Middle)
777 YAMATO ROAD, SUITE 310 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/13/2021 |
(Street)
BOCA RATON, FL 33431
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/13/2021 | | A | | 1633 | A | (1) | 1633 | D | |
Common Stock | 8/13/2021 | | A | | 76856 | A | (2) | 78489 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrants (right to buy) | $12.50 | 8/13/2021 | | A | | 83 | | 8/13/2021 | 8/13/2023 | Common Stock | 83 | (1) | 83 | D | |
Warrants (right to buy) | $15.00 | 8/13/2021 | | A | | 83 | | 8/13/2021 | 8/13/2023 | Common Stock | 83 | (1) | 83 | D | |
Warrants (right to buy) | $17.50 | 8/13/2021 | | A | | 83 | | 8/13/2021 | 8/13/2023 | Common Stock | 83 | (1) | 83 | D | |
Restricted Stock Units | (3) | 8/13/2021 | | A | | 350000 | | (4) | (4) | Common Stock | 350000 | $0 | 350000 | D | |
Stock Option (right to buy) | $1.94 | 8/13/2021 | | A | | 97404 | | 8/13/2021 | 6/9/2024 | Common Stock | 97404 | (5) | 97404 | D | |
Stock Option (right to buy) | $2.53 | 8/13/2021 | | A | | 51976 | | 8/13/2021 | 11/4/2024 | Common Stock | 51976 | (6) | 51976 | D | |
Stock Option (right to buy) | $2.53 | 8/13/2021 | | A | | 41667 | | 8/13/2021 | 1/29/2025 | Common Stock | 41667 | (7) | 41667 | D | |
Stock Option (right to buy) | $2.66 | 8/13/2021 | | A | | 55783 | | 8/13/2021 | 2/3/2026 | Common Stock | 55783 | (8) | 55783 | D | |
Stock Option (right to buy) | $3.36 | 8/13/2021 | | A | | 117370 | | (9) | 4/27/2027 | Common Stock | 117370 | (10) | 117370 | D | |
Stock Option (right to buy) | $5.42 | 8/13/2021 | | A | | 144990 | | (11) | 1/29/2029 | Common Stock | 144990 | (12) | 144990 | D | |
Stock Option (right to buy) | $3.96 | 8/13/2021 | | A | | 135962 | | (13) | 2/11/2030 | Common Stock | 135962 | (14) | 135962 | D | |
Stock Option (right to buy) | $6.29 | 8/13/2021 | | A | | 67667 | | (15) | 1/28/2031 | Common Stock | 67667 | (16) | 67667 | D | |
Explanation of Responses: |
(1) | Received in exchange for 283 shares of Airspan Networks Inc. ("Legacy Airspan") common stock in connection with the merger of Artemis Merger Sub Corp. ("Merger Sub") with and into Legacy Airspan (the "Merger") pursuant to that certain Business Combination Agreement, dated as of March 8, 2021, by and among Airspan Networks Holdings Inc. (f/k/a New Beginnings Acquisition Corp.), Legacy Airspan and Merger Sub. |
(2) | Received in the Merger in exchange for 13,323 restricted shares of Airspan Legacy common stock. |
(3) | Each restricted stock unit ("RSU") represents a right to receive one share of Airspan Networks Holdings Inc. common stock. |
(4) | The RSUs vest on the earliest to occur of (a) August 13, 2022, (b) Mr. Brant's death, (c) Mr. Brant's disability and (d) Mr. Brant's qualifying separation, provided that Mr. Brant continues to be employed by Legacy Airspan through such date or event. |
(5) | Received in the Merger in exchange for a stock option to acquire 16,885 shares of Legacy Airspan common stock for $11.22 per share. |
(6) | Received in the Merger in exchange for a stock option to acquire 9,010 shares of Legacy Airspan common stock for $14.61 per share. |
(7) | Received in the Merger in exchange for a stock option to acquire 7,223 shares of Legacy Airspan common stock for $14.61 per share. |
(8) | Received in the Merger in exchange for a stock option to acquire 9,670 shares of Legacy Airspan common stock for $15.32 per share. |
(9) | The stock option vests as to 25% on April 27, 2018, and in 36 equal monthly installments thereafter. |
(10) | Received in the Merger in exchange for a stock option to acquire 20,346 shares of Legacy Airspan common stock for $19.37 per share. |
(11) | The stock option vests as to 25% on January 29, 2020, and in 36 equal monthly installments thereafter. |
(12) | Received in the Merger in exchange for a stock option to acquire 25,134 shares of Legacy Airspan common stock for $31.26 per share. |
(13) | The stock option vests as to 25% on February 11, 2021, and in 36 equal monthly installments thereafter. |
(14) | Received in the Merger in exchange for a stock option to acquire 23,569 shares of Legacy Airspan common stock for $22.86 per share. |
(15) | The stock option vests as to 25% on January 28, 2022, and in 36 equal monthly installments thereafter. |
(16) | Received in the Merger in exchange for a stock option to acquire 11,730 shares of Legacy Airspan common stock for $36.30 per share. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BRANDT DAVID 777 YAMATO ROAD, SUITE 310 BOCA RATON, FL 33431 |
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| SVP & CFO |
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Signatures
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/s/ David Brant | | 8/13/2021 |
**Signature of Reporting Person | Date |
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