AleAnna Inc.

11/03/2025 | Press release | Distributed by Public on 11/03/2025 20:54

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
vant Hoff Graham
2. Issuer Name and Ticker or Trading Symbol
AleAnna, Inc. [ANNA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 1860
3. Date of Earliest Transaction (Month/Day/Year)
10/29/2025
(Street)
DALLAS,, TX 75201
4. If Amendment, Date 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
(City) (State) (Zip)
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
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 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
Restricted Stock Units (1) 10/29/2025 A 60,533(1) (1) (1) Common Stock 60,533 $ 0 60,533 D
Restricted Stock Units (2) 10/29/2025 A 41,162(2) (2) (2) Common Stock 41,162 $ 0 101,695 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
vant Hoff Graham
300 CRESCENT COURT, SUITE 1860
DALLAS,, TX 75201
X

Signatures

/s/ Graham vant Hoff 11/03/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Represents restricted stock units granted by AleAnna, Inc. (the "Issuer") to the reporting person pursuant to the AleAnna, Inc. 2025 Long-Term Incentive Plan ("2025 Plan") and represents a contingent right to receive one share of common stock of the Issuer or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Company's Board of Directors (the "Committee"). The restricted stock units will vest in three equal installments, with one-third of the restricted stock units vesting on October 29, 2026, 2027 and 2028, respectively, provided that the reporting is employed by or providing services to the Issuer or subsidiary through each such date.
(2) Represents restricted stock units granted by the Issuer to the reporting person pursuant to the 2025 Plan and represents a contingent right to receive one share of common stock of the Issuer or its cash equivalent, as determined at the time of settlement by the Compensation Committee. The restricted stock units will vest on the earlier of (i) October 29, 2026, or (ii) the next annual meeting of the stockholders; provided that such annual meeting of the stockholders occurs at least 52 weeks following the prior annual meeting of the stockholders; and further provided that the reporting person is employed by or providing services to the Issuer or subsidiary through each such date.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
AleAnna Inc. published this content on November 03, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 04, 2025 at 02:54 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]