Safaii Matthew's Form 4 filing
iLearningEngines, Inc. (AILE) · filed Apr 18, 2024
- Accession no.
- 0001415889-24-011196
- Filed
- Apr 18, 2024
- Trade date
- May 8, 2023-Apr 16, 2024
- Filing delay
- 346 daysLate
- Rule 10b5-1 plan
- Not checked
This filing lists 3 non-derivative transactions and 2 derivative transactions. It was filed 346 days after the trade, past the 2-business-day deadline.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Safaii MatthewCIK 0001847371 | 10% Owner, Other: Former Director and CEO |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Apr 16, 2024 | Common Stock | CConversionAcquired | +7,027,500 | –F1 | – | 7,027,500 | Indirect | Duplicate filing |
| Apr 16, 2024 | Common Stock | DReturned to the companyDisposed | −400,000 | $0.00F3 | $0 | 6,627,500 | Indirect | Duplicate filing |
| Apr 16, 2024 | Common Stock | AGrant or awardAcquired | +460,384 | $10.00F4 | +$4,603,840 | 7,087,884 | Indirect | Duplicate filing |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 8, 2023 | Common Stock | SSaleDisposed | −40,000 | $0.00 | $0 | 7,027,500 | Indirect | Duplicate filing |
| Apr 16, 2024 | Common Stock | CConversionDisposed | −7,027,500 | –F1 | – | 0 | Indirect | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On April 16, 2024 pursuant to the Agreement and Plan of Merger and Reorganization, dated as of April 27, 2023 (the "Merger Agreement"), by and among the Issuer, ARAC Merger Sub, Inc., a wholly-owned subsidiary of the Issuer ("Merger Sub") and iLearningEngines Holdings, Inc. ("Legacy iLearningEngines"), Merger Sub merged with and into Legacy iLearningEngines with the separate corporate existence of Merger Sub ceasing and Legacy iLearningEngines continuing as the surviving corporation and a wholly-owned subsidiary of Issuer (the "Merger"). Prior to the effective time of the Merger, pursuant to the Issuer's amended and restated certificate of incorporation, each outstanding share of the Issuer's Class A Common Stock and Class B Common Stock was reclassified as a single share of the Issuer's Common Stock.
Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.
- F3
Immediately prior to the closing of the Merger, pursuant to a Sponsor Forfeiture Agreement dated March 27, 2024, 400,000 shares of Common Stock were forfeited to the Issuer for no consideration.
Referenced by the price of 1 transaction in Table I.
- F4
Shares issued at the effective time of the Merger upon conversion of principal amount of, and accrued interest on, working capital loans provided to the Issuer by the Sponsor, at the conversion price of $10.00 per share.
Referenced by the price of 1 transaction in Table I.