Robert F. Savage Jr - Apr 17, 2024 Form 4 Insider Report for Bridger Aerospace Group Holdings, Inc. (BAER)

Role
Director
Signature
/s/ Robert F. Savage, Jr.
Stock symbol
BAER
Transactions as of
Apr 17, 2024
Transactions value $
$500,000
Form type
4
Date filed
4/19/2024, 08:20 PM
Previous filing
Jan 26, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BAER Common Stock Award $250K +50.5K $4.95 50.5K Apr 17, 2024 See footnote F1, F3
transaction BAER Common Stock Award $250K +50.5K $4.95 50.5K Apr 17, 2024 See footnote F2, F4
holding BAER Common Stock 228K Apr 17, 2024 Direct F5
holding BAER Common Stock 528K Apr 17, 2024 By 656 Investors LLC F6, F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding BAER Warrants (right to buy) 470K Apr 17, 2024 Common Stock 470K $11.50 Direct F8
holding BAER Warrants (right to buy) 2.35M Apr 17, 2024 Common Stock 2.35M $11.50 By 656 Investors LLC F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The common shares reported on this Form 4 were purchased directly from the Issuer in a registered direct offering (the "RDO") at a price of $4.95, for an aggregate purchase price of $499,999.50 pursuant to a Securities Purchase Agreement (the "SPA") dated April 15, 2024, on behalf of the Madeleine Savage 2021 Trust.
F2 The common shares reported on this Form 4 were purchased directly from the Issuer in a registered direct offering (the "RDO") at a price of $4.95, for an aggregate purchase price of $499,999.50 pursuant to a Securities Purchase Agreement (the "SPA") dated April 15, 2024, on behalf of the Sophie Savage 2021 Trust.
F3 Mr. Savage holds shared authority to direct the voting and disposition of shares held by Madeleine Savage 2021 Trust. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
F4 Mr. Savage holds shared authority to direct the voting and disposition of shares held by Sophie Savage 2021 Trust. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
F5 Includes 42,498 shares which vest generally as follows: (i) 50% of the shares vest on the first date during the Earnout Period (defined below) on which the volume-weighted average price ("VWAP") of the shares exceeds $11.50 for a period of at least 20 out of 30 consecutive trading days, and (ii) 50% of the shares vest on the first date during the Earnout Period on which the VWAP exceeds $13.00 for a period of at least 20 out of 30 consecutive trading days (shares vesting on such schedule, the "Earnout Shares"). The "Earnout Period" is the time period beginning on the date immediately following the January 24, 2023 closing of the Issuer's initial business combination (the "Closing Date") and ending on and including the five year anniversary of the Closing Date. Any Earnout Shares not vested by the end of the Earnout Period shall be forfeited back to the Issuer for no consideration.
F6 Includes 212,491 Earnout Shares.
F7 Mr. Savage holds shared authority to direct the voting and disposition of shares held by 656 Investors LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
F8 Each warrant entitles the holder to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, at any time commencing on February 23, 2023, subject to the terms of the warrant agreement. The warrants expire on January 24, 2028, or earlier upon redemption.