0001209191-21-057863.txt : 20210927 0001209191-21-057863.hdr.sgml : 20210927 20210927213926 ACCESSION NUMBER: 0001209191-21-057863 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210916 FILED AS OF DATE: 20210927 DATE AS OF CHANGE: 20210927 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Adcock Brett CENTRAL INDEX KEY: 0001882416 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39668 FILM NUMBER: 211283412 MAIL ADDRESS: STREET 1: C/O ARCHER AVIATION INC. STREET 2: 1880 EMBARCADERO ROAD CITY: PALO ALTO STATE: CA ZIP: 94303 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Archer Aviation Inc. CENTRAL INDEX KEY: 0001824502 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT [3721] IRS NUMBER: 852730902 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1880 EMBARCADERO RD. CITY: PALO ALTO STATE: CA ZIP: 10022 BUSINESS PHONE: 212-883-3812 MAIL ADDRESS: STREET 1: 1880 EMBARCADERO RD. CITY: PALO ALTO STATE: CA ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: Atlas Crest Investment Corp. DATE OF NAME CHANGE: 20200911 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2021-09-16 2021-09-20 0 0001824502 Archer Aviation Inc. ACHR 0001882416 Adcock Brett C/O ARCHER AVIATION INC. 1880 EMBARCADERO RD. PALO ALTO CA 94303 1 1 1 0 Co-Chief Executive Officer Class A Common Stock 2021-09-16 4 P 0 100000 10.00 A 100000 I See footnote Class B Common Stock 2021-09-16 4 J 0 9161653 0.00 A Class A Common Stock 9161653 9161653 D Class B Common Stock 2021-09-16 4 J 0 27756278 0.00 A Class A Common Stock 27756278 27756278 I See footnote The shares are held by Hight Drive Growth LLC. The Reporting Person is a managing member of Hight Drive Growth LLC and has voting and dispositive power over the shares held by Hight Drive Growth LLC. On September 16, 2021, pursuant to that certain Business Combination Agreement, as amended and restated on July 29, 2021, by and among the Issuer, Artemis Acquisition Sub Inc. ("Merger Sub") and Archer Aviation Inc. ("Legacy Archer"), Merger Sub merged with and into Legacy Archer with Legacy Archer surviving as a wholly owned subsidiary of the Issuer (the "Merger"). Upon consummation of the Merger (the "Effective Time"), each issued and outstanding share of common stock of Legacy Archer was canceled and converted into approximately 1.00656519 shares of Class B common stock of the Issuer. Prior to the Merger, the Reporting Person was granted restricted stock units (the "Founder Grant"), which, as a result of the Merger, are convertible into 20,009,224 shares of Class B Common Stock. Twenty-five percent of the shares subject to the Founder Grant vest upon the achievement of the earliest to occur of (i) the achievement of certain milestones relating to the Issuer's stock price or (ii) the achievement of certain performance-based milestones, in each case over the seven year period following September 16, 2021. 25% of the Founder Grant vested and 5,002,306 shares of Class B Common Stock were issued to the Reporting Person. /s/ Andy Missan, Attorney-in-fact 2021-09-27