0001209191-21-057864.txt : 20210927
0001209191-21-057864.hdr.sgml : 20210927
20210927214059
ACCESSION NUMBER: 0001209191-21-057864
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: Goldstein Adam D
CENTRAL INDEX KEY: 0001882604
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39668
FILM NUMBER: 211283418
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
0001882604
Goldstein Adam D
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 Capri Growth LLC. The Reporting Person is a managing member of Capri Growth LLC and has voting and dispositive power over the shares held by Capri 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