Sec Form 4 Filing - Adcock Brett @ Archer Aviation Inc. - 2022-04-14

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Adcock Brett
2. Issuer Name and Ticker or Trading Symbol
Archer Aviation Inc. [ ACHR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ARCHER AVIATION INC., 1880 EMBARCADERO ROAD
3. Date of Earliest Transaction (MM/DD/YY)
04/14/2022
(Street)
PALO ALTO, CA94303
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 1 ) 04/14/2022 D( 2 ) 5,002,306 ( 1 ) ( 1 ) Class A Common Stock 5,002,306 $ 0 4,159,347 D
Class B Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 27,756,278 27,756,278 I See footnote( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Adcock Brett
C/O ARCHER AVIATION INC.
1880 EMBARCADERO ROAD
PALO ALTO, CA94303
X X
Signatures
/s/ Andy Missan, Attorney-in-Fact for Brett Adcock 04/19/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of the Issuer's Class B common stock is convertible into one share of the Issuer's Class A common stock at any time and will convert automatically upon certain transfers, whether or not for value, or upon the earliest to occur of: (i) September 16, 2031; (ii) the date specified in writing by the holders of two-thirds of the then outstanding shares of Class B common stock; and (iii) the date as of which the number of outstanding shares of Class B common stock represents less than 10.0% of the aggregate number of shares of Class B common stock and Class A common stock oustanding.
( 2 )Represents the forfeiture of performance-based restricted stock units which vested on September 16, 2021, but for which settlement was deferred pursuant to Mr. Adcock's award agreement with the Issuer.
( 3 )The shares are held by Hight Drive Growth LLC. Mr. Adcock is the sole managing member of Hight Drive Growth LLC.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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