[Form 4] AIRO Group Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

AIRO Group Holdings insider filing shows a 09/15/2025 grant of restricted stock units to John Uczekaj, who serves as President and COO and is also a director. The filing reports an award of 2,306 RSUs that will convert to common stock upon vesting and have a $0 acquisition price. These RSUs vest in four equal quarterly installments beginning October 1, 2025, subject to continued employment. After the grant the reporting person directly beneficially owns 22,336 shares. The filing also discloses indirect holdings of 323,106 shares held by the JS DM Uczekaj Family Trust and 1,769 shares held as community property with Diane M. Uczekaj.

Positive

• Grant of 2,306 RSUs clearly disclosed with vesting schedule
• Detailed ownership disclosure including direct holdings (22,336) and substantial indirect holdings via trust (323,106)

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider received a modest RSU grant; ownership disclosures clarify meaningful indirect holdings via family trust.

The 2,306 RSU grant is a non-cash compensation event that vests over four quarterly installments beginning Oct 1, 2025. The direct beneficial ownership post-grant is 22,336 shares, while indirect ownership through the family trust is 323,106 shares and 1,769 shares are held as community property. For investors, this clarifies insider alignment and the insider's stake concentration without revealing any stock sales or purchases at market price.

Corporate Governance Expert

TL;DR: Filing reflects routine executive equity compensation and standard beneficial ownership reporting.

The submission identifies the reporting person as President and COO and a director, and discloses voting and dispositive power over trust-held shares. The RSU grant terms are specified (four equal quarterly vesting installments starting Oct 1, 2025). The filing is informational and procedural, documenting compensation and ownership structure rather than any governance change or related-party transaction.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Uczekaj John

(Last) (First) (Middle)

C/O AIRO GROUP HOLDINGS, INC.

5001 INDIAN SCHOOL ROAD NE, SUITE 100

(Street)

ALBUQUERQUE NM 87110

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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
Common Stock	09/15/2025		A		2,306(1)	A	$0	22,336	D
Common Stock								323,106	I	By JS DM Uczekaj Family Trust(2)
Common STock								1,769	I	By John Uczekaj and Diane M. Uczekaj, as Community Property with ROS

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 grant of restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock. The RSUs will vest in four equal quarterly installments beginning on October 1, 2025, subject to the Reporting Person's continued employment with the Issuer through each such vesting date.

2. The Reporting Person is co-trustee of the JS DM Uczekaj Family Trust (the "Trust") and has voting and dispositive power with respect to the shares of the Company's common stock held by the Trust.

	/s/ Joseph D. Burns, Attorney-in-Fact	09/17/2025
	** 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).
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.

FAQ

What insider transaction did AIRO (AIRO) disclose on 09/15/2025?

The filing reports a grant of 2,306 restricted stock units (RSUs) to John Uczekaj on 09/15/2025.

Who is the reporting person on the AIRO Form 4 and what are their roles?

The reporting person is John Uczekaj, identified as President and COO and a director of AIRO Group Holdings, Inc.

When do the RSUs vest according to the filing?

The RSUs vest in four equal quarterly installments beginning October 1, 2025, subject to continued employment.

How many shares does John Uczekaj beneficially own after the RSU grant?

Following the reported transaction he directly owns 22,336 shares, plus 323,106 shares indirectly via the JS DM Uczekaj Family Trust and 1,769 shares held as community property.

What price was paid for the RSUs in the Form 4?

The RSUs were reported with an acquisition price of $0 in the filing.