reAlpha Tech CEO logs RSU tax share withholding

reAlpha Tech Corp. CEO and director Michael J. Logozzo reported a withholding of 928 shares of common stock at $1.42 per share to satisfy tax obligations from vested RSUs.

Accepted by SEC EDGAR 07/29/2026 - 08:40 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

reAlpha Tech Corp. CEO and director Michael J. Logozzo reported a withholding of 928 shares of common stock at $1.42 per share to satisfy tax obligations from vested RSUs. After this tax-withholding disposition he directly holds 143,503 shares, with additional RSUs vesting over time.

Insider Trade Summary

Tax Withholding: 928 shares

Tax Withholding 1 txn

Insider Logozzo Michael J.

Role CEO and Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	928	$1.42	$1K

Holdings After Transaction: Common Stock — 143,503 shares (Direct)

Footnotes (1)

1. F1. Represents the withholding of shares of common stock of the issuer to pay tax withholding obligations associated with the settlement of certain restricted stock units ("RSUs") held by the reporting person. These RSUs relate to two RSU awards granted to the reporting person on April 30, 2025, pursuant to the issuer's 2022 Equity Incentive Plan (as amended, the "Plan"), each of which RSU represents a contingent right to receive one share of common stock of the issuer upon vesting and settlement thereof. Of the 6,389 RSUs, in the aggregate, granted on April 30, 2025, to the reporting person, 3,195 vested 12 months from such date, and the remaining 50% will vest in four equal quarterly installments over the 12-month period thereafter, subject to the continuous service of the reporting person on such vesting dates and compliance with the terms and conditions of the Plan.

Key Figures

Shares withheld for taxes: 928 shares Tax withholding price: $1.42 per share Shares held after transaction: 143,503 shares +2 more

5 metrics

Shares withheld for taxes 928 shares Common stock withheld on 2026-07-27 to cover RSU tax obligations

Tax withholding price $1.42 per share Value used for shares withheld to satisfy tax liabilities

Shares held after transaction 143,503 shares Direct reAlpha Tech common stock holdings following the withholding

RSUs granted 6,389 RSUs Total RSUs granted to the CEO on April 30, 2025 under the 2022 Equity Incentive Plan

RSUs vested after 12 months 3,195 RSUs Portion of the April 30, 2025 RSU grant vesting 12 months from grant date

Key Terms

restricted stock units, tax withholding obligations, Equity Incentive Plan

3 terms

restricted stock units financial

"settlement of certain restricted stock units held by 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.

tax withholding obligations financial

"to pay tax withholding obligations associated with the settlement of RSUs"

Equity Incentive Plan financial

"granted to the reporting person pursuant to the issuer's 2022 Equity Incentive 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 its CEO?

Michael J. Logozzo, CEO and director of reAlpha Tech Corp., reported a withholding of 928 common shares at $1.42 per share. The shares were withheld to cover tax obligations arising from the settlement of vested restricted stock units (RSUs).

How many AIRE shares were withheld for taxes in the CEO’s Form 4?

The Form 4 shows that 928 shares of reAlpha Tech Corp. common stock were withheld. This withholding covered tax liabilities tied to the settlement of vested RSUs granted under the company’s 2022 Equity Incentive Plan.

How many AIRE shares does the CEO hold after this reported transaction?

Following the tax-withholding disposition, Michael J. Logozzo directly holds 143,503 shares of reAlpha Tech Corp. common stock. These reported holdings exclude the remaining unvested RSUs that are scheduled to vest over the subsequent 12-month period, subject to continued service.

What are the key terms of the RSUs reported in the AIRE CEO’s Form 4 footnote?

The CEO was granted 6,389 RSUs on April 30, 2025. Of these, 3,195 RSUs vested 12 months after grant, while the remaining 50% will vest in four equal quarterly installments over the following 12 months, contingent on continued service and Plan terms.

Was the reAlpha Tech (AIRE) CEO’s withholding transaction made under a Rule 10b5-1 plan?

The transaction was not reported as pursuant to a Rule 10b5-1 plan, as the related checkbox was left unchecked. It is described instead as a tax-withholding disposition tied directly to the settlement of previously granted RSUs.

Which equity plan covers the RSUs in the AIRE CEO’s Form 4?

The RSUs referenced in the transaction are issued under reAlpha Tech Corp.’s 2022 Equity Incentive Plan, as amended. Each RSU represents a contingent right to receive one share of the company’s common stock upon vesting and settlement, subject to plan conditions.

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

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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)
07/27/2026

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	07/27/2026		F(1)		928(1)	D	$1.42	143,503	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. Represents the withholding of shares of common stock of the issuer to pay tax withholding obligations associated with the settlement of certain restricted stock units ("RSUs") held by the reporting person. These RSUs relate to two RSU awards granted to the reporting person on April 30, 2025, pursuant to the issuer's 2022 Equity Incentive Plan (as amended, the "Plan"), each of which RSU represents a contingent right to receive one share of common stock of the issuer upon vesting and settlement thereof. Of the 6,389 RSUs, in the aggregate, granted on April 30, 2025, to the reporting person, 3,195 vested 12 months from such date, and the remaining 50% will vest in four equal quarterly installments over the 12-month period thereafter, subject to the continuous service of the reporting person on such vesting dates and compliance with the terms and conditions of the Plan.

	/s/ Michael J. Logozzo	07/29/2026
	** 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)