[Form 4] Archer Aviation Inc. Insider Trading Activity

Rhea-AI Filing Summary

Priya Gupta, Interim CFO of Archer Aviation Inc. (ACHR), reported equity activity. On 08/15/2025 she was issued restricted stock units that converted into 19,849 shares of Class A common stock in three separate awards (9,742; 3,583; 6,524). Those RSUs were reported as acquired at $0 and, after vesting schedules described in the footnotes, increased her beneficial holdings to 157,377 shares before a subsequent sale. On 08/18/2025 she sold 10,224 shares at a weighted-average price of $9.8295 to satisfy tax-withholding obligations related to RSU vesting. The filing states 3,424 shares were acquired under the company ESPP and that the sold shares were sold under company policy to cover withholding.

Positive

• Increased insider ownership: After the RSU issuances, beneficial ownership rose to 157,377 shares before the withholding sale.
• Routine, policy-compliant sale: The sale on 08/18/2025 is explicitly described as done to satisfy tax-withholding obligations under company policy.

Negative

• Share sale shortly after vesting: 10,224 shares were sold three days after issuance, which modestly reduces insider-held shares.
• Weighted-average sale price low relative to many historic prices: The shares sold averaged $9.8295, which may reflect recent market pricing (no inference intended).

Insights

Securities Analyst

TL;DR: Insider received vested RSUs and sold a small portion to cover taxes; overall holding increased modestly.

The activity shows routine compensation-related equity issuance to an executive and an automatic sale to satisfy tax withholding. The issuer granted RSUs that converted to 19,849 shares on 08/15/2025 and the reporting person sold 10,224 shares on 08/18/2025 at a weighted-average price of $9.8295. The net effect left the reporting person with 147,153 shares after the sale, reflecting continued substantial insider ownership. This is a standard vest-and-sell-for-taxes transaction and does not indicate atypical liquidity events or extraordinary insider disposition.

Corporate Governance Expert

TL;DR: Transaction aligns with company policy and standard vesting schedules; disclosure appears complete.

The Form 4 discloses vesting schedules for three RSU awards with differing tranche timetables and notes that 3,424 shares also came from the ESPP. The filing includes the weighted-average sale price range and offers to provide breakdowns by price upon request, satisfying disclosure norms. No indication of Rule 10b5-1 trading plan or opportunistic sale is present; the sale is described explicitly as tax-withholding to cover RSU vesting, which is customary governance practice.

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gupta Priya

(Last) (First) (Middle)

C/O ARCHER AVIATION INC.

190 WEST TASMAN DRIVE

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Archer Aviation Inc. [ ACHR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Interim CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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
Class A Common Stock	08/15/2025		M		9,742	A	$0	147,270(1)	D
Class A Common Stock	08/15/2025		M		3,583	A	$0	150,853	D
Class A Common Stock	08/15/2025		M		6,524	A	$0	157,377	D
Class A Common Stock	08/18/2025		S(2)		10,224	D	$9.8295(3)	147,153	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
Restricted Stock Units	(4)	08/15/2025		M			9,742	(5)	(6)	Class A Common Stock	9,742	$0	9,742	D
Restricted Stock Units	(4)	08/15/2025		M			3,583	(7)	(6)	Class A Common Stock	3,583	$0	21,498	D
Restricted Stock Units	(4)	08/15/2025		M			6,524	(8)	(6)	Class A Common Stock	6,524	$0	58,716	D

Explanation of Responses:

1. Includes 3,424 shares of Class A Common Stock acquired by the reporting person in one or more transactions with Issuer pursuant to its Employee Stock Purchase Plan, which transactions are exempt pursuant to Rules 16a3(f)(1)(i)(B) and 16b3(c).

2. Represents shares of Class A Common Stock of the issuer sold to satisfy the reporting person's tax withholding obligations, which were incurred in connection with the vesting of restricted stock units. In accordance with company policy, shares are automatically sold to cover such obligations.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.62 to $10.21, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock, subject to the reporting person's continued status as a service provider to the Issuer.

5. The award vested or vests as to 1/4 of the total award beginning on August 15, 2023, with an additional 1/16 of the total award vesting quarterly thereafter on November 15th, March 1st, May 15th, and August 15th.

6. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.

7. The award vested or vests as to 1/16 of the total award beginning on May 15, 2024, with an additional 1/16 of the total award vesting quarterly thereafter on August 15th, November 15th, March 1st, and May 15th.

8. The award vested or vests as to 1/12 of the total award beginning on March 1, 2025, and thereafter quarterly on May 15th, August 15th, November 15th, and March 1st.

	/s/ Eric Lentell, Attorney-in-Fact for Priya Gupta	08/19/2025
	** 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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FAQ

What did Archer Aviation (ACHR) insider Priya Gupta report on Form 4?

The filing reports conversion/issuance of RSUs into 19,849 shares on 08/15/2025 and a sale of 10,224 shares on 08/18/2025 to satisfy tax withholding.

How many shares does Priya Gupta beneficially own after the transactions?

The filing reports 147,153 shares of Class A common stock beneficially owned following the reported sale.

At what price were the shares sold to cover tax withholding?

The sale was reported at a weighted-average price of $9.8295, with individual sale prices ranging from $9.62 to $10.21.

Were the share issuances part of compensation programs?

Yes; the reported shares include restricted stock units that vested per disclosed schedules and 3,424 shares acquired under the company's Employee Stock Purchase Plan.

Does the Form 4 indicate a trading plan under Rule 10b5-1?

No. The form does not check or state that the transactions were pursuant to a Rule 10b5-1 trading plan.