| FORM 4 | 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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Blade Air Mobility, Inc. [ BLDE ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 01/20/2022 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | ||||||
| Class A Common Stock | 01/20/2022 | J(1) | 6,875,000 | D | (1) | 0 | D(2)(4) | |||
| Class A Common Stock | 7,923,000(5) | D(3)(4) | ||||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Private Placement Warrants | $11.5 | 01/20/2022 | J(1) | 5,000,000 | (6) | 05/07/2026 | Class A Common Stock | 5,000,000 | (1) | 0 | D(2)(4) | ||||
| Private Placement Warrants | $11.5 | (6) | 05/07/2026 | Class A Common Stock | 4,500,000 | 4,500,000(5) | D(3)(4) | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. On January 20, 2022, Experience Sponsor LLC made an in-kind distribution of shares of Class A common stock and Private Placement Warrants to certain persons, and following such distribution, Experience Sponsor LLC no longer holds any securities of the Issuer. |
| 2. Reflects securities held directly by Experience Sponsor LLC. |
| 3. Reflects securities held directly by Steele ExpCo Holdings, LLC. |
| 4. Steele ExpCo Holdings, LLC is the managing member of Experience Sponsor LLC and has voting and investment discretion with respect to the common stock held of record by Experience Sponsor LLC. KSL Capital Partners V GP, LLC is the managing member of Steele ExpCo Holdings, LLC and has voting and investment discretion with respect to securities held by Experience Sponsor LLC and Steele ExpCo Holdings, LLC. Mr. Resnick is the managing member of KSL Capital Partners V GP, LLC. and has the voting and dispositive power of the securities held by Experience Sponsor LLC and Steele ExpCo Holdings, LLC. Accordingly, Mr. Resnick may be deemed to have or share beneficial ownership of such shares. Each such person or entity disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. |
| 5. Includes 5,918,000 shares of Class A common stock and 4,500,000 Private Placement Warrants received by Steele ExpCo Holdings, LLC in the distribution described in footnote (1) above. |
| 6. Each warrant is exercisable for one share of Class A common stock at an exercise price of $11.50 per share, subject to certain adjustments. The warrants are currently exercisable. |
| /s/ Eric C. Resnick, as managing member of KSL Capital Partners V GP, LLC, the managing member of Steele ExpCo Holdings, LLC, the managing member of Experience Sponsor LLC | 01/21/2022 | |
| /s/ Eric C. Resnick, as managing member of KSL Capital Partners V GP, LLC, the managing memebr of Steele ExpCo Holdings, LLC | 01/21/2022 | |
| /s/ Eric C. Resnick | 01/21/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
