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AirJoule Technologies Corp. — Director's Dealing 2024
Oct 22, 2024
33350_dirs_2024-10-21_6b71ee80-e1cf-4f24-bed3-d7c062547682.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Montana Technologies Corp. (AIRJ)
CIK: 0001855474
Period of Report: 2024-10-17
Reporting Person: Brombach Theodore J (10% Owner)
Reporting Person: XMS XPDI Sponsor II Holdings LLC (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-10-17 | Class A Common Stock | J | 3481337 | — | Disposed | 0 | Indirect |
| 2024-10-17 | Class A Common Stock | J | 746694 | — | Acquired | 773066 | Direct |
| 2024-10-17 | Class A Common Stock | J | 153626 | — | Acquired | 153626 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-10-17 | Private Placement Warrants | $11.5 | J | 2725000 | Disposed | 2029-03-14 | Class A Common Stock (2725000) | Indirect |
| 2024-10-17 | Private Placement Warrants | $11.5 | J | 584470 | Acquired | 2029-03-14 | Class A Common Stock (584470) | Direct |
| 2024-10-17 | Private Placement Warrants | $11.5 | J | 120250 | Acquired | 2029-03-14 | Class A Common Stock (120250) | Indirect |
Footnotes
F1: Reflects a pro-rata distribution in-kind by XMS XPDI Sponsor II Holdings LLC to its members for no consideration (the "Distribution").
F2: Represent securities acquired in the Distribution.
F3: The reported securities include 163,031 shares subject to vesting pursuant to that certain Sponsor Support Agreement, dated as of June 5, 2023 (the "Sponsor Support Agreement").
F4: The reported securities include 33,542 shares subject to vesting pursuant to the Sponsor Support Agreement.
F5: Theodore J. Brombach and John Yogi Spence are the managing members of XMS XPDI Sponsor II Holdings LLC. Accordingly, all of the shares held by XMS XPDI Sponsor II Holdings LLC may be deemed to be beneficially owned by each of the foregoing individuals. Each such person disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein.
F6: Theodore J. Brombach and John Yogi Spence are each 50% owners and the managing members of XMS Holdings LLC. As a result, all of the shares held by XMS Holdings LLC may be deemed to be beneficially owned by each of the foregoing individuals. Each such person disclaims beneficial ownership of these securities, except to the extent, if any, of their pecuniary interest therein.