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reAlpha Tech (AIRE) SEC Filings, Mar-May 2026

AIRE NASDAQ

reAlpha Tech Corp.'s SEC filings document an AI-powered real estate technology company with Nasdaq-listed common stock and an emerging growth company reporting status. Recent 8-K filings cover financial results, business highlights, non-GAAP reconciliations, investor presentation materials and operating updates tied to the company’s homebuying platform, mortgage brokerage, realty services and AiChat technology operations.

The filings also record capital-structure and governance matters, including a 1-for-25 reverse stock split, charter amendments, Nasdaq listing-rule notifications, audit committee composition, executive separation arrangements and restructuring actions. These disclosures describe material events affecting reAlpha’s reporting obligations, board oversight, equity structure and operating cost profile.

Rhea-AI Summary

reAlpha Tech Corp. granted Chief Financial Officer Thomas J. Kutzman Jr. 5,536 restricted stock units (RSUs) of common stock on April 30, 2026 as compensation for his executive service during the quarter ended March 31, 2026.

The award was prorated to reflect his service since his February 25, 2026 appointment and is based on a 10-day volume weighted average price of $4.6911. Following this grant, he directly holds 52,860 shares. The company effected a 1-for-25 reverse stock split on April 30, 2026, and all share figures reflect this adjustment.

Each RSU converts into one share upon vesting. Half of the RSUs vest 12 months after the grant date, with the remaining half vesting in four equal quarterly installments over the following year, subject to his continued service and plan conditions.

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Devanur Giri reported acquisition or exercise transactions in this Form 4 filing.

reAlpha Tech Corp. Executive Chairman Devanur Giri reported an equity award and updated holdings. He received 13,323 restricted stock units on April 30, 2026 as compensation for services during the quarter ended March 31, 2026, with each RSU representing one share of common stock.

The RSUs vest over two years: 50% after 12 months from grant and the remaining 50% in four equal quarterly installments over the following 12 months, subject to continued service and plan conditions. After this grant, he directly holds 1,051,115 common shares and indirectly holds 108,000 shares through Giri Devanur Holdings LLC, over which he has sole voting and investment power. All share amounts reflect a 1-for-25 reverse stock split effective April 30, 2026.

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reAlpha Tech Corp. CEO and director Michael J. Logozzo filed an amended Form 4 to correct how his common stock holdings are reported, rather than to report a new trade. The amendment changes his shares from indirect to direct ownership and updates the beneficially owned amount to 110,936 shares.

The filing also notes that the issuer completed a 1-for-25 reverse stock split of its common stock on April 30, 2026, and all share figures in this Form 4/A, including the 110,936 shares owned, are adjusted to reflect that reverse split. All other information from the original Form 4 remains unchanged.

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reAlpha Tech Corp. is implementing a 1-for-25 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on April 30, 2026. This will reduce outstanding common shares from approximately 134.12 million to about 5.36 million, with no change to authorized shares or par value.

The company states the split is intended to help its stock regain compliance with Nasdaq’s $1.00 minimum bid price requirement and the shares will continue trading under the symbol AIRE with a new CUSIP. Warrants, preferred stock, and equity awards will be proportionately adjusted, and fractional shares will be rounded up to the nearest whole share. An amendment also corrects the Series A Preferred Stock conversion formula so its Conversion Price and conversion share count adjust proportionately in connection with the split.

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reAlpha Tech Corp. reported first-quarter 2026 results showing modestly lower revenue but significantly higher operating losses as it scales its platform. Revenue was $841,062 versus $925,635 in Q1 2025, while gross profit increased slightly to $552,265 from $518,667, reflecting improved margins.

Operating expenses nearly doubled to $4,832,923, driven mainly by higher wages, benefits, and marketing, leading to an operating loss of $4,280,658 compared with $2,422,258 a year earlier. Net loss attributable to common stockholders widened to $4,375,623, or $0.03 per share, versus $2,849,942, or $0.06 per share. Adjusted EBITDA was a loss of $3,795,500, compared with a loss of $1,960,997 in Q1 2025.

Cash declined to $4,667,612 at March 31, 2026 from $7,783,529 at December 31, 2025, reflecting operating cash outflows. The company also amended its 2025 Short-Term Incentive Plan, updating performance targets and tying award value to the 10-day volume weighted average price of its common stock.

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reAlpha Tech Corp. reported first-quarter 2026 revenue of $841,062, down from $925,635 a year earlier, and a net loss of $4,338,495 compared with $2,850,167 in 2025. Operating expenses nearly doubled as the company invested in wages and marketing.

Cash was $4,667,612 at March 31, 2026, with net cash used in operating activities of $3,123,752. Management concluded that recurring losses, negative cash flows and limited liquidity raise substantial doubt about the company’s ability to continue as a going concern.

The company notes a Nasdaq notice for non-compliance with the minimum bid-price listing standard and has board approval for a 1‑for‑25 reverse stock split expected to become effective on April 30, 2026. reAlpha continues to build out its homebuying and technology services segments following recent acquisitions.

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reAlpha Tech Corp.’s Chief Financial Officer, Thomas J. Kutzman Jr., received 72,218 shares of common stock as part of deferred merger consideration for the company’s acquisition of Prevu, Inc. The shares were valued at $0.3029 each, based on the 10‑day volume‑weighted average price as of March 16, 2026, totaling approximately $21,874.83. Following this issuance, he directly holds 1,183,087 shares of common stock, including 1,000,400 shares underlying restricted stock units granted on November 21, 2025 under the company’s 2022 Equity Incentive Plan.

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reAlpha Tech Corp. Chief Financial Officer Thomas J. Kutzman Jr. filed his initial ownership report, showing holdings of 1,000,400 shares of common stock and 110,469 restricted stock units. The RSUs were granted on November 21, 2025 under the company’s 2022 Equity Incentive Plan and vest over three years.

One third of the RSUs vests 12 months after the grant date, with the remaining two thirds vesting in equal quarterly installments over the following 24 months, subject to continued service and plan conditions. All unvested RSUs fully accelerate upon a change of control, and certain acceleration or forfeiture rules apply if his service ends around November 21, 2026.

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Form 8-K
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reAlpha Tech Corp. reported the previously disclosed departure of its Chief Financial Officer, Piyush Phadke, and detailed his separation terms. Under a separation agreement dated March 16, 2026, Mr. Phadke will receive a severance cash payment equal to two months of base salary, totaling $45,833.32, paid over two months starting March 31, 2026.

The company will also accelerate the vesting of 82,539 restricted stock units that were originally scheduled to vest on April 30, 2026. In settlement of these units, reAlpha will issue 82,539 shares of common stock under its effective Form S-8 registration statement within 60 days after his release of claims becomes effective. All of his other unvested equity awards were forfeited and cancelled as of his separation date.

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reAlpha Tech Corp. reported sharp top-line growth but continued losses for 2025. Full-year revenue rose 376% to $4.5 million, driven by mortgage brokerage, AI subscription fees and the Prevu real estate acquisition, lifting gross profit to $2.5 million with a 54% margin.

The company posted a net loss of $17.6 million, or $0.23 per basic and diluted share, and Adjusted EBITDA of $(13.7) million after heavy spending on marketing, headcount, technology and integrations. Cash increased to $7.8 million as of December 31, 2025, supported by about $25.5 million of equity-linked financing and repayment of the Streeterville note.

Transaction volume across brokerage, mortgage and title reached $116.1 million, up 203% year over year. Management highlights expanded multi-state licensing, the Prevu acquisition, an agreement to acquire InstaMortgage, and new AI-powered tools and a Homebuying Hub as foundations for scaling its integrated homebuying platform.

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FAQ

How many reAlpha Tech (AIRE) SEC filings are available on StockTitan?

StockTitan tracks 102 SEC filings for reAlpha Tech (AIRE), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for reAlpha Tech (AIRE)?

The most recent SEC filing for reAlpha Tech (AIRE) was filed on May 4, 2026.