Sec Form 4 Filing - Embraer Aircraft Holding, Inc. @ Eve Holding, Inc. - 2024-09-04

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
Embraer Aircraft Holding, Inc.
2. Issuer Name and Ticker or Trading Symbol
Eve Holding, Inc. [ EVEX]
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)
276 SOUTHWEST 34TH STREET
3. Date of Earliest Transaction (MM/DD/YY)
09/04/2024
(Street)
FORT LAUDERDALE, FL33315
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Common Stock 09/04/2024 A( 1 ) 7,500,000 A $ 4 246,399,589 D ( 2 )
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
Private Placement Warrants $ 0.01 09/04/2024 A( 3 ) 1,500,000 ( 4 ) ( 4 ) Common stock 1,500,000 $ 0 1,500,000 D ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Embraer Aircraft Holding, Inc.
276 SOUTHWEST 34TH STREET
FORT LAUDERDALE, FL33315
X X
EMBRAER S.A.
AV DRA. RUTH CARDOSO 8501, 30TH FLOOR
SAO PAULO, D505425-070
X X
Signatures
Gary Kretz, Officer 09/05/2024
Signature of Reporting Person Date
Antonio Carlos Garcia, Executive Vice President, Finance & Investor Relations 09/05/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares acquired from Eve Holding, Inc. pursuant to a subscription agreement, dated as of June 28, 2024, between Embraer Aircraft Holding, Inc. and Eve Holding, Inc.
( 2 )Embraer Aircraft Holding, Inc. is controlled by Embraer S.A.
( 3 )Warrants issued by Eve Holding, Inc. pursuant to a warrant agreement, dated as of June 28, 2024, between Embraer Aircraft Holding, Inc. and Eve Holding, Inc.
( 4 )Upon receipt of the first type certification for the Company's eVTOL in compliance with by the applicable airworthiness authority, warrantholder will be entitled to purchase from the Company up to 2,500,000 shares of Common Stock sat the price of $0.01 per share. Each warrant may be exercised only during the period commencing on the tenth business day after the date on which such first type certification is obtained, and terminating on the earlier to occur of: (a) 5:00 p.m., New York City time, on the date that is one (1) year after the date on which such first type certification is obtained; and (b) the liquidation of the Company.

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).
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