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SCHEDULE 13D/A 0001594543-24-000003 0001594543 XXXXXXXX LIVE 3 Common Stock, $0.0001 par value per share 06/12/2025 false 0001826681 80359A205 Palladyne AI Corp. 650 SOUTH 500 WEST 650 SOUTH 500 WEST SALT LAKE CITY UT 84101 WILLIAM KERBER 405-373-6600 3917 NE 104TH OKLAHOMA CITY OK 73131 0001594543 N KERBER WILLIAM XAVIER III PF N OK 2156314.00 200000.00 2156314.00 200000.00 2356314.00 N 6.6 IN Common Stock, $0.0001 par value per share Palladyne AI Corp. 650 SOUTH 500 WEST 650 SOUTH 500 WEST SALT LAKE CITY UT 84101 William Xavier Kerber III 3917 NE 104th ST Oklahoma City, OK. 73131 CEO Human Mode LLC 3917 NE 104th ST Oklahoma City, OK. 73131 During the past 5 years, Mr. Kerber has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). During the past 5 years, Mr. Kerber has not been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person was or is subject to a judgement, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. United States Personal Funds Mr. Kerber has purchased the issuers shares as an individual for the purposes of passive investment in the Issuer's Common Stock. Since filing of the last amendment (dated January 02,2025), Mr. Kerber has made changes in his holdings of the Issuer's Common Stock based on personal portfolio adjustments resulting in a net additions of 63,832 shares of the Issuer's Common stock detailed in item 5(c). As of the date of this Amendment No. 3 Mr. Kerber beneficially owns an aggregate of 2,356,314 shares or 6.6% of the Issuer's Common Stock. The beneficial ownership percentages used in this Schedule are calculated based on the 35,713,527 shares of Common Stock disclosed in the Issuer's 10-Q filing dated May, 27, 2025. This beneficial ownership consists of: * 2,156,314 shares of Common Stock held directly by Mr. Kerber * 200,000 shares of Common Stock held indirectly through the Vincent Kerber and Katheryn Kerber Irrevocable trusts where he serves as an advisor (as disclosed in the prior amendment dated Jan 02, 2025). As of the date of this Amendment No. 3 Mr. Kerber has voting and dispositive power of 2,356,314 shares or 6.6% of the Issuer's Common Stock. The beneficial ownership percentages used in this Schedule are calculated based on the 35,713,527 shares of Common Stock disclosed in the Issuer's 10-Q filing dated May, 27, 2025. * Sole voting and dispositive power of 2,156,314 shares of Common Stock held directly by Mr. Kerber. * Shared voting and dispositive power of 200,000 shares of Common Stock through his advisory role to the Katheryn Kerber and Vincent Kerber Irrevocable trusts. Since the date of last amendment, Mr. Kerber made the following adjustments to his holdings in the Issuer's Common Stock: Date Purchase/Sale Shares Price 02/25/2025 Purchase 151,132 $6.01 03/04/2025 Sale -40,000 $6.55 04/08/2025 Sale -50,000 $5.48 06/12/2025 Purchase 2,700 $8.61 The trustee of the two trusts listed in section 5(a) has the power to direct the receipt of dividends from or the proceeds from the sale of the Issuer's Common Stock held within those trusts. As of the date of this Amendment the trustee for both trusts is Chi Kerber. These two trusts hold less than 5% of the issuer's Common Stock. As of the date of this Amendment, Mr. Kerber is not involved in any contracts, arrangements, understandings or relationships related to any securities of the Issuer. KERBER WILLIAM XAVIER III WILLIAM XAVIER KERBER III WILLIAM XAVIER KERBER III 06/13/2025