Home/Filings/4/A/0001829126-24-002350
4/A//SEC Filing

Khare Bhisham 4/A

Accession 0001829126-24-002350

CIK 0001853044other

Filed

Apr 8, 8:00 PM ET

Accepted

Apr 9, 9:05 PM ET

Size

15.8 KB

Accession

0001829126-24-002350

Insider Transaction Report

Form 4/AAmended
Period: 2024-03-26
Khare Bhisham
DirectorChief Executive Officer
Transactions
  • Award

    Aeries Shares Put Exchange Right

    2024-03-26+59,11059,110 total(indirect: See footnote)
    Class A Ordinary Shares (851,184 underlying)
  • Award

    Aeries Shares Put Exchange Right

    2024-03-26+59,11059,110 total
    Class A Ordinary Shares (851,184 underlying)
  • Disposition to Issuer

    Aeries Shares Call Exchange Right

    2024-03-26+59,11059,110 total
    Class A Ordinary Shares (851,184 underlying)
  • Disposition to Issuer

    Aeries Shares Call Exchange Right

    2024-03-26+59,11059,110 total(indirect: See footnote)
    Class A Ordinary Shares (851,184 underlying)
Footnotes (4)
  • [F1]Pursuant to the terms and subject to the restrictions set forth in that certain Exchange Agreement, dated as of November 6, 2023 (as amended, the "Exchange Agreement"), by and among Aeries Technology, Inc. (the "Issuer"), Aeries Technology Group Business Accelerators Private Limited ("Aeries"), the reporting person, and the other parties thereto, the reporting person has a put exchange right, subject to certain exercise conditions, to exchange the reporting person's ordinary shares of Aeries, par value of INR 10 per share (the "Aeries Shares"), for Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") of the Issuer, at an exchange rate of 14.40 Class A Ordinary Shares for each Aeries Share. The Issuer also has a call exchange right under the Exchange Agreement, subject to the exercise conditions, to require the reporting person to exchange up to all of the reporting person's Aeries Shares for Class A Ordinary Shares.
  • [F2](Continued from footnote 1) The Issuer determined that the exercise conditions to the exchange rights were satisfied on March 26, 2024. After April 1, 2024, the reporting person has the right to exchange 100% of the Aeries Shares. In addition, subject to certain conditions, either the call exchange or put exchange may be settled with a cash exchange payment calculated as the arithmetic average of the volume-weighted average price of Class A Ordinary Shares for the five (5) consecutive trading days ending on the date that is two (2) business days after the reporting person delivers notice of the exercise of the put exchange.
  • [F3]Represents Class A Ordinary Shares issuable pursuant to the exercise of exchange rights with respect to Aeries Shares held by the Aeries Employee Stock Option Trust ("ESOP Trust") for which the reporting is person is a beneficiary and assumes distribution of such Aeries Shares by the ESOP Trust to the reporting person prior to an exchange for Class A Ordinary Shares.
  • [F4]On March 28, 2024, the reporting person filed a Form 4 with an inadvertent rounding error in the application of the exchange ratio. This amendment reported the updated "Amount of Number of Shares" after applying the exchange ratio of 14.40 Class A ordinary shares of the Issuer for each ordinary share of Aeries in accordance with the Exchange Agreement.

Documents

1 file

Issuer

Aeries Technology, Inc.

CIK 0001853044

Entity typeother

Related Parties

1
  • filerCIK 0001999214

Filing Metadata

Form type
4/A
Filed
Apr 8, 8:00 PM ET
Accepted
Apr 9, 9:05 PM ET
Size
15.8 KB