AgEagle Aerial Systems (UAVS) Form 4 AgEagle Aerial Systems / Nicole M. Fernandez-McGovern ownership change

SEC Form 4

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^*

Fernandez-McGovern Nicole M.

(Last) (First) (Middle)

C/O AGEAGLE AERIAL SYSTEMS INC.

8863 E. 34TH STREET NORTH

(Street)

WICHITA KS 67226

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AgEagle Aerial Systems Inc. [ UAVS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock, par value $0.001	11/01/2021		A(4)		75,000	A	$0	321,250	D
Common Stock, par value $0.001	01/01/2022		A(5)		50,000	A	$0	371,250	D
Common Stock, par value $0.001	01/01/2022		A(6)		50,000	A	$0	421,250	D
Common Stock, par value $0.001	03/01/2022		A(7)		62,500	A	$0	483,750	D

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 (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
Options to purchase common stock, par value $0.001per share(1)	$1.19	03/31/2022		A		25,000		(1)	03/30/2027	Common Stock	25,000	(2)	757,500(3)	D
Options to purchase common stock, par value $0.001per share(1)	$1.57	12/31/2021		A		25,000		(1)	12/30/2026	Common Stock	25,000	(2)	732,500(3)	D

Explanation of Responses:

1. The options become exercisable and vest in equal monthly installments over a two-year period commencing on the Transaction Date.

2. The options and restricted stock units were issued as incentive compensation for services under the Company's 2017 Omnibus Equity Incentive Plan.

3. Aggregate number of stock options beneficially owned as of the Transaction Date irrespective of exercise price and expiration date.

4. Reflects restricted stock units that vest monthly over a six month period.

5. Reflects restricted stock units that vest monthly over a nine month period.

6. Reflects restricted stock units that vest monthly over a twenty-one month period.

7. Reflects restricted stock units that vest immediately.

	/s/ Nicole Fernandez-McGovern	06/10/2022
	** 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).
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