reAlpha Tech CEO sells shares to cover taxes

reAlpha Tech Corp. CEO and director Michael J. Logozzo reported a sale of 1,639 shares of common stock on August 11, 2026, in an open-market or private transaction at a weighted average price of $1.5028 per share.

Rhea-AI Filing Summary

reAlpha Tech Corp. CEO and director Michael J. Logozzo reported a sale of 1,639 shares of common stock on August 11, 2026, in an open-market or private transaction at a weighted average price of $1.5028 per share. According to the disclosure, the sale was executed solely to cover tax withholding obligations arising from the vesting and settlement of restricted stock units granted under the company’s 2022 Equity Incentive Plan. After this tax-related sale, Logozzo directly holds 194,160 shares of reAlpha Tech common stock.

Insider Trade Summary

Net Seller: 1,639 shares

Net Sell 1 txn

Insider Logozzo Michael J.

Role CEO and Director

Sold 1,639 shs ($2K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2	1,639	$1.5028	$2K

Holdings After Transaction: Common Stock — 194,160 shares (Direct)

Footnotes (2)

1. F1. The sales reported on this Form 4 represent shares sold by the reporting person solely to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units ("RSUs") to be funded by a "sell to cover" transaction. These sales relate to two RSU awards granted to the reporting person on April 30, 2025, and July 30, 2025, in each case pursuant to the issuer's 2022 Equity Incentive Plan (as amended, the "Plan"), both of which partially vested on July 30, 2026, and each of which RSU represents a contingent right to receive one share of common stock of the issuer upon vesting and settlement thereof. These RSUs will vest subject to the continuous service of the reporting person on the applicable vesting dates and compliance with the terms and conditions of the Plan.
2. F2. The price reported in this line item is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.50 to $1.535, inclusive. The reporting person undertakes to provide to the issuer, any securityholder of the issuer or the staff of the 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.

Key Figures

Shares sold: 1,639 shares Weighted average sale price: $1.5028 per share Sale price range: $1.50–$1.535 per share +2 more

5 metrics

Shares sold 1,639 shares Common stock sale reported on August 11, 2026

Weighted average sale price $1.5028 per share Price for the 1,639 shares sold

Sale price range $1.50–$1.535 per share Range of prices for the multiple sale transactions

Shares owned after transaction 194,160 shares Direct common stock holdings after the reported sale

RSU grant dates April 30, 2025 and July 30, 2025 RSU awards tied to the tax-related share sale

Key Terms

restricted stock units, sell to cover, weighted average price, Equity Incentive Plan

4 terms

restricted stock units financial

"These sales relate to two RSU awards granted to the reporting person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

sell to cover financial

"to be funded by a "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported in this line item is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Equity Incentive Plan financial

"pursuant to the issuer's 2022 Equity Incentive Plan (as amended, the "Plan")"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did reAlpha Tech Corp. (AIRE) report for Michael J. Logozzo?

Michael J. Logozzo reported selling 1,639 shares of reAlpha Tech common stock on August 11, 2026, at a weighted average price of $1.5028 per share. The sale was disclosed as tax-related, tied to vesting RSUs.

Why did the reAlpha Tech (AIRE) CEO sell 1,639 shares?

The CEO sold 1,639 shares solely to cover tax withholding obligations from the vesting and settlement of restricted stock units granted under the 2022 Equity Incentive Plan. The transaction is described as a “sell to cover” tax event.

What price range were the reAlpha Tech (AIRE) shares sold at in this Form 4?

The reported weighted average sale price was $1.5028 per share, with individual trades executed between $1.50 and $1.535, inclusive. The insider offered to provide full trade-by-trade pricing details upon request.

How many reAlpha Tech (AIRE) shares does Michael J. Logozzo hold after the sale?

Following the sale, Michael J. Logozzo directly holds 194,160 shares of reAlpha Tech common stock. This figure reflects his reported direct ownership position immediately after the August 11, 2026 transaction.

What equity awards are tied to the tax-related sale reported by reAlpha Tech (AIRE)?

The sale relates to two restricted stock unit (RSU) awards granted on April 30, 2025 and July 30, 2025 under the 2022 Equity Incentive Plan. Portions of these RSUs vested on July 30, 2026, triggering tax withholding.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/13/2026 - 06:01 PM EDT Learn about SEC filing dates

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
Estimated average burden
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^*

Logozzo Michael J.

(Last) (First) (Middle)

6515 LONGSHORE LOOP

SUITE 100

(Street)

DUBLIN OHIO 43017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
reAlpha Tech Corp. [ AIRE ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Director

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026

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

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

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

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	08/11/2026		S(1)		1,639(1)	D	$1.5028(2)	194,160	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

Explanation of Responses:

1. The sales reported on this Form 4 represent shares sold by the reporting person solely to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units ("RSUs") to be funded by a "sell to cover" transaction. These sales relate to two RSU awards granted to the reporting person on April 30, 2025, and July 30, 2025, in each case pursuant to the issuer's 2022 Equity Incentive Plan (as amended, the "Plan"), both of which partially vested on July 30, 2026, and each of which RSU represents a contingent right to receive one share of common stock of the issuer upon vesting and settlement thereof. These RSUs will vest subject to the continuous service of the reporting person on the applicable vesting dates and compliance with the terms and conditions of the Plan.

2. The price reported in this line item is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.50 to $1.535, inclusive. The reporting person undertakes to provide to the issuer, any securityholder of the issuer or the staff of the 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.

	/s/ Michael J. Logozzo	08/13/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)