Statement of Changes in Beneficial Ownership (4)
August 17 2021 - 11:32AM
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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OMB Number:
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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HUSEBY THOMAS S |
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)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
777 YAMATO ROAD, SUITE 310 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/13/2021 |
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(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 | | 38425 | A | (1) | 38425 | 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 |
| Restricted Stock Units | (2) | 8/13/2021 | | A | | 175000 | | (3) | (3) | Common Stock | 175000 | $0 | 175000 | D | |
| Stock Option (right to buy) | $1.94 | 8/13/2021 | | A | | 48705 | | 8/13/2021 | 6/9/2024 | Common Stock | 48705 | (4) | 48705 | D | |
| Stock Option (right to buy) | $2.53 | 8/13/2021 | | A | | 25982 | | 8/13/2021 | 11/4/2024 | Common Stock | 25982 | (5) | 25982 | D | |
| Stock Option (right to buy) | $2.53 | 8/13/2021 | | A | | 20831 | | 8/13/2021 | 1/29/2025 | Common Stock | 20831 | (6) | 20831 | D | |
| Stock Option (right to buy) | $2.66 | 8/13/2021 | | A | | 27897 | | 8/13/2021 | 2/3/2026 | Common Stock | 27897 | (7) | 27897 | D | |
| Stock Option (right to buy) | $3.36 | 8/13/2021 | | A | | 58685 | | (8) | 4/27/2027 | Common Stock | 58685 | (9) | 58685 | D | |
| Stock Option (right to buy) | $5.42 | 8/13/2021 | | A | | 72495 | | (10) | 1/29/2029 | Common Stock | 72495 | (11) | 72495 | D | |
| Stock Option (right to buy) | $3.96 | 8/13/2021 | | A | | 67984 | | (12) | 2/11/2030 | Common Stock | 67984 | (13) | 67984 | D | |
| Stock Option (right to buy) | $6.29 | 8/13/2021 | | A | | 33833 | | (14) | 1/28/2031 | Common Stock | 33833 | (15) | 33833 | D | |
| Explanation of Responses: |
| (1) | Received in exchange for 6,661 restricted 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) | Each restricted stock unit ("RSU") represents a right to receive one share of Airspan Networks Holdings Inc. common stock. |
| (3) | The RSUs vest on the earliest to occur of (a) August 13, 2022, (b) Mr. Huseby's death, (c) Mr. Huseby's disability and (d) Mr. Huseby's qualifying separation, provided that Mr. Huseby continues to be a director of Airspan Networks Holdings Inc. through such date or event. |
| (4) | Received in the Merger in exchange for a stock option to acquire 8,443 shares of Legacy Airspan common stock for $11.22 per share. |
| (5) | Received in the Merger in exchange for a stock option to acquire 4,504 shares of Legacy Airspan common stock for $14.61 per share. |
| (6) | Received in the Merger in exchange for a stock option to acquire 3,611 shares of Legacy Airspan common stock for $14.61 per share. |
| (7) | Received in the Merger in exchange for a stock option to acquire 4,836 shares of Legacy Airspan common stock for $15.32 per share. |
| (8) | The stock option vests as to 25% on April 27, 2018, and in 36 equal monthly installments thereafter. |
| (9) | Received in the Merger in exchange for a stock option to acquire 10,173 shares of Legacy Airspan common stock for $19.37 per share. |
| (10) | The stock option vests as to 25% on January 29, 2020, and in 36 equal monthly installments thereafter. |
| (11) | Received in the Merger in exchange for a stock option to acquire 12,567 shares of Legacy Airspan common stock for $31.26 per share. |
| (12) | The stock option vests as to 25% on February 11, 2021, and in 36 equal monthly installments thereafter. |
| (13) | Received in the Merger in exchange for a stock option to acquire 11,785 shares of Legacy Airspan common stock for $22.86 per share. |
| (14) | The stock option vests as to 25% on January 28, 2022, and in 36 equal monthly installments thereafter. |
| (15) | Received in the Merger in exchange for a stock option to acquire 5,865 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 |
HUSEBY THOMAS S
777 YAMATO ROAD, SUITE 310
BOCA RATON, FL 33431 | X |
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Signatures
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| /s/ David Brant, Attorney-in-Fact | | 8/13/2021 |
| **Signature of Reporting Person | Date |
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