SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

STONESTROM ERIC

(Last)

(First)

(Middle)

777 YAMATO ROAD, SUITE 310

(Street)

BOCA RATON

33431

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Airspan Networks Holdings Inc. [ MIMO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/13/2021		A		16,285	A	⁽¹⁾	16,285	D
Common Stock	08/13/2021		A		153,712	A	⁽²⁾	169,997	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants (right to buy)	$12.5	08/13/2021		A		823		08/13/2021	08/13/2023	Common Stock	823	⁽¹⁾	823	D
Warrants (right to buy)	$15	08/13/2021		A		823		08/13/2021	08/13/2023	Common Stock	823	⁽¹⁾	823	D
Warrants (right to buy)	$17.5	08/13/2021		A		823		08/13/2021	08/13/2023	Common Stock	823	⁽¹⁾	823	D
Restricted Stock Units	⁽³⁾	08/13/2021		A		700,000		⁽⁴⁾	⁽⁴⁾	Common Stock	700,000	$0	700,000	D
Stock Option (right to buy)	$1.94	08/13/2021		A		194,803		08/13/2021	06/09/2024	Common Stock	194,803	⁽⁵⁾	194,803	D
Stock Option (right to buy)	$2.53	08/13/2021		A		103,957		08/13/2021	11/04/2024	Common Stock	103,957	⁽⁶⁾	103,957	D
Stock Option (right to buy)	$2.53	08/13/2021		A		83,334		08/13/2021	01/29/2025	Common Stock	83,334	⁽⁷⁾	83,334	D
Stock Option (right to buy)	$2.66	08/13/2021		A		111,566		08/13/2021	02/03/2026	Common Stock	111,566	⁽⁸⁾	111,566	D
Stock Option (right to buy)	$3.36	08/13/2021		A		234,739		⁽⁹⁾	04/27/2027	Common Stock	234,739	⁽¹⁰⁾	234,739	D
Stock Option (right to buy)	$5.42	08/13/2021		A		289,980		⁽¹¹⁾	01/29/2029	Common Stock	289,980	⁽¹²⁾	289,980	D
Stock Option (right to buy)	$3.96	08/13/2021		A		271,924		⁽¹³⁾	02/11/2030	Common Stock	271,924	⁽¹⁴⁾	271,924	D
Stock Option (right to buy)	$6.29	08/13/2021		A		135,333		⁽¹⁵⁾	01/28/2031	Common Stock	135,333	⁽¹⁶⁾	135,333	D

Explanation of Responses:

1. Received in exchange for 2,823 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 26,646 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. Stonestrom's death, (c) Mr. Stonestrom's disability and (d) Mr. Stonestrom's qualifying separation, provided that Mr. Stonestrom continues to be employed by Legacy Airspan, or continues to be a director of Airspan Networks Holdings Inc., through such date or event.

5. Received in the Merger in exchange for a stock option to acquire 33,769 shares of Legacy Airspan common stock for $11.22 per share.

6. Received in the Merger in exchange for a stock option to acquire 18,021 shares of Legacy Airspan common stock for $14.61 per share.

7. Received in the Merger in exchange for a stock option to acquire 14,446 shares of Legacy Airspan common stock for $14.61 per share.

8. Received in the Merger in exchange for a stock option to acquire 19,340 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 40,692 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 50,268 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 47,138 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 23,460 shares of Legacy Airspan common stock for $36.30 per share.

	/s/ David Brant, Attorney-in-Fact	08/13/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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