AIRO (AIRO) President & COO amends Form 4, confirms 144-share tax sale

Rhea-AI Filing Summary

AIRO Group Holdings, Inc. President and COO John Uczekaj filed an amended insider trading report correcting a prior disclosure. He sold 144 shares of common stock on April 6, 2026 at a weighted average price of $8.8364 per share to cover tax withholding obligations tied to vesting restricted stock units. A previous Form 4 had mistakenly shown 3,415 shares sold for this purpose; the amendment clarifies that only 144 shares were his tax-related sale and that additional shares were sold to cover transactions for other employees. Following the sale, he directly holds 23,382 common shares.

Insights

Equity compensation analyst

Amended Form 4 shows a small, tax-driven sale with limited signal.

The filing shows President and COO John Uczekaj executed an open-market sale of 144 common shares at a weighted average of $8.8364 on April 6, 2026. Footnotes state the sale was solely to cover tax withholding from vesting restricted stock units.

The amendment corrects an earlier report that overstated his tax-related sale as 3,415 shares. After this transaction, he directly owns 23,382 shares, so the sale represents a very small portion of his position. As a routine, tax-driven event with a minor size, it carries limited informational value about his view of the stock.

Insider Trade Summary

Net Seller: 144 shares ($1,272)

Net Sell 1 txn

Insider Uczekaj John

Role President and COO

Sold 144 shs ($1K)

Type	Security	Shares	Price	Value
Sale	Common Stock	144	$8.8364	$1K

Holdings After Transaction: Common Stock — 23,382 shares (Direct)

Footnotes (1)

1. The shares were sold to cover tax withholding obligations associated with the vesting of restricted stock units. On April 6, 2026, the Reporting Person filed a Form 4 which inadvertently reported that 3,415 shares were sold to cover tax withholding obligations associated with the vesting of restricted stock units. In fact, as reported in this amendment, only 144 shares were sold for such purpose and the remaining shares were sold to cover transactions for other employees of the Issuer. The weighted average sales price for the transaction reported was $8.8364 and the range of prices was between $8.77 and $8.95. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

Key Figures

Shares sold: 144 shares Weighted average sale price: $8.8364 per share Sale price range: $8.77–$8.95 per share +2 more

5 metrics

Shares sold 144 shares Common stock sold on April 6, 2026

Weighted average sale price $8.8364 per share Tax-related sale of 144 shares

Sale price range $8.77–$8.95 per share Range for reported sale transaction

Shares owned after transaction 23,382 shares Direct common stock holdings post-sale

Previously reported tax shares 3,415 shares Original, overstated tax-withholding sale corrected by amendment

Key Terms

restricted stock units, tax withholding obligations, weighted average sales price, Form 4, +1 more

5 terms

restricted stock units financial

"cover tax withholding obligations associated with the vesting of restricted stock units"

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

"shares were sold to cover tax withholding obligations associated with the vesting"

weighted average sales price financial

"The weighted average sales price for the transaction reported was $8.8364"

Form 4 regulatory

"the Reporting Person filed a Form 4 which inadvertently reported that 3,415 shares"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

security holder financial

"full information ... will be provided to any security holder of the Issuer"

Form 4 Insider Transactions: What Each Field Means →

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^*

Uczekaj John

(Last) (First) (Middle)

C/O AIRO GROUP HOLDINGS, INC.

8444 WESTPARK DRIVE SUITE 840

(Street)

MCLEAN VIRGINIA 22102

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AIRO Group Holdings, Inc. [ AIRO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

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)
04/06/2026

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	04/06/2026		S(1)		144(2)	D	$8.8364(3)	23,382	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 shares were sold to cover tax withholding obligations associated with the vesting of restricted stock units.

2. On April 6, 2026, the Reporting Person filed a Form 4 which inadvertently reported that 3,415 shares were sold to cover tax withholding obligations associated with the vesting of restricted stock units. In fact, as reported in this amendment, only 144 shares were sold for such purpose and the remaining shares were sold to cover transactions for other employees of the Issuer.

3. The weighted average sales price for the transaction reported was $8.8364 and the range of prices was between $8.77 and $8.95. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

	/s/ Joseph D. Burns, Attorney-in-Fact	04/07/2026
	** 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)

FAQ

What did AIRO (AIRO) executive John Uczekaj report in this amended Form 4?

He reported selling 144 shares of AIRO common stock on April 6, 2026 at a weighted average price of $8.8364. The filing corrects an earlier report that overstated the number of shares sold to cover taxes on vested restricted stock units.

Why did John Uczekaj sell 144 AIRO (AIRO) shares according to the filing?

The filing states the 144 shares were sold to cover tax withholding obligations related to the vesting of restricted stock units. This indicates a compensation- and tax-driven transaction rather than a discretionary reduction of his investment in AIRO Group Holdings, Inc.

How does this Form 4/A amend John Uczekaj’s prior AIRO (AIRO) insider report?

A prior Form 4 reported that 3,415 shares were sold to cover tax withholding from vesting restricted stock units. The amendment clarifies that only 144 shares were sold for his obligations and that remaining shares in that trade covered transactions for other employees of the issuer.

What AIRO (AIRO) share holdings does John Uczekaj report after this transaction?

After the sale, the Form 4/A shows John Uczekaj directly holding 23,382 shares of AIRO common stock. This figure reflects his position following the 144-share tax-related sale on April 6, 2026, as disclosed in the amended insider filing.

What price range is disclosed for John Uczekaj’s AIRO (AIRO) share sale?

The filing reports a weighted average sales price of $8.8364 per share, with individual trade prices ranging from $8.77 to $8.95. It also notes that detailed trade-level pricing can be provided to the SEC staff, the issuer, or any security holder on request.