AIRO director awarded 11,026 restricted stock units

Ng Elizabeth reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Ng Elizabeth reported acquisition or exercise transactions in this Form 4 filing.

AIRO Group Holdings, Inc. director Elizabeth Ng received an equity grant in the form of 11,026 restricted stock units, each representing one share of common stock. This is a compensation award, not an open-market share purchase or sale.

The RSUs vest in full on the earlier of June 4, 2027 or the date of AIRO’s next annual stockholder meeting (or immediately before that meeting if her board service ends at that time). After this grant, Ng holds 15,486 shares of common stock directly.

Insider Trade Summary

Grant/Award: 11,026 shares

Grant/Award 1 txn

Insider Ng Elizabeth

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	11,026	$0.00	$0.00

Holdings After Transaction: Common Stock — 15,486 shares (Direct)

Footnotes (1)

1. F1. 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 full on the earlier of (i) June 4, 2027 or (ii) the date of the Issuer's next annual stockholder meeting (or the date immediately prior to the Issuer's next annual stockholder meeting if the Reporting Person's service as a director ends at such meeting due to the Reporting Person's failure to be re-elected or the Reporting Person not standing for re-election).

Key Figures

RSU grant size: 11,026 RSUs Vesting date: June 4, 2027 Holdings after grant: 15,486 shares +1 more

4 metrics

RSU grant size 11,026 RSUs Restricted stock units awarded to director Elizabeth Ng

Vesting date June 4, 2027 RSUs vest earlier of this date or next annual meeting

Holdings after grant 15,486 shares Total AIRO common shares held directly after transaction

Grant price per share $0.00 per share Equity compensation award, no cash paid for RSUs

Key Terms

restricted stock units, RSUs, annual stockholder meeting

3 terms

restricted stock units financial

"Represents the grant of restricted stock units ("RSUs"), each of which represents a contingent right to receive one share"

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.

RSUs financial

"Represents the grant of restricted stock units ("RSUs"), each of which represents a contingent right"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

annual stockholder meeting financial

"The RSUs will vest in full on the earlier of (i) June 4, 2027 or (ii) the date of the Issuer's next annual stockholder meeting"

An annual stockholder meeting is a yearly gathering where a company's owners (shareholders) receive updates on performance, vote on key issues like board members, executive pay and major corporate plans, and ask questions of management. Think of it as a company town hall where choices about oversight and direction are decided; outcomes can affect management accountability, corporate strategy and ultimately the value and risks of investors’ shares.

FAQ

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

What does the AIRO (AIRO) Form 4 for Elizabeth Ng report?

The Form 4 reports a grant of 11,026 restricted stock units to director Elizabeth Ng. Each RSU represents one share of AIRO common stock and is part of her equity compensation, not a market transaction involving cash purchases or sales.

How many AIRO Group Holdings, Inc. RSUs were granted to Elizabeth Ng?

Elizabeth Ng received 11,026 restricted stock units from AIRO Group Holdings, Inc. Each RSU corresponds to one share of common stock, providing stock-based compensation that will convert into shares only if the specified vesting conditions are satisfied.

When do Elizabeth Ng’s AIRO RSUs vest according to the filing?

The RSUs vest in full on the earlier of June 4, 2027 or AIRO’s next annual stockholder meeting. If her board service ends at that meeting due to not being re-elected or not standing, vesting occurs immediately before that meeting instead.

Is the AIRO Form 4 grant to Elizabeth Ng an open-market stock purchase?

No, the Form 4 shows a compensation grant, not an open-market purchase. The 11,026 units are restricted stock units awarded at no cash cost per share, vesting later into common stock if the time-based and service-related conditions are met.

What are Elizabeth Ng’s AIRO share holdings after this RSU grant?

After the reported grant, Elizabeth Ng directly holds 15,486 shares of AIRO common stock. This figure reflects her ownership stated in the Form 4 following the award of 11,026 restricted stock units that will convert into shares once vested.

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

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Accepted by SEC EDGAR 06/05/2026 - 04:30 PM 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^*

Ng Elizabeth

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

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

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	06/04/2026		A		11,026(1)	A	$0	15,486	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 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 full on the earlier of (i) June 4, 2027 or (ii) the date of the Issuer's next annual stockholder meeting (or the date immediately prior to the Issuer's next annual stockholder meeting if the Reporting Person's service as a director ends at such meeting due to the Reporting Person's failure to be re-elected or the Reporting Person not standing for re-election).

	/s/ Joseph D. Burns, Attorney-in-Fact	06/05/2026
	** 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)