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AIRO (AIRO) president’s tax-related share sale leaves large trust stake

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

AIRO Group Holdings director and President & COO John Uczekaj reported selling 3,415 shares of common stock on April 6, 2026 at a weighted average price of $8.8364 per share. A footnote explains the shares were sold to cover tax withholding obligations from vesting restricted stock units, making this a compensation-related transaction rather than a discretionary open-market sale. After the sale, he holds 20,111 shares directly and 323,106 shares indirectly through the JS DM Uczekaj Family Trust, where he serves as co-trustee with voting and dispositive power.

Positive

  • None.

Negative

  • None.
Insider Uczekaj John
Role President and COO
Sold 3,415 shs ($30K)
Type Security Shares Price Value
Sale Common Stock 3,415 $8.8364 $30K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 20,111 shares (Direct); Common Stock — 323,106 shares (Indirect, By JS DM Uczekaj Family Trust)
Footnotes (1)
  1. The shares were sold to cover tax withholding obligations associated with the vesting of restricted stock units. 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. 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.
Shares sold 3,415 shares Open-market sale on April 6, 2026 to cover tax withholding
Weighted average sale price $8.8364 per share Average price for 3,415 shares sold
Sale price range $8.77–$8.95 per share Range of individual trade prices for the reported sale
Direct holdings after sale 20,111 shares Common stock held directly by John Uczekaj after transaction
Indirect trust holdings 323,106 shares Common stock held by JS DM Uczekaj Family Trust
Net shares sold 3,415 shares transactionSummary net-sell shares
restricted stock units financial
"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
"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"
Family Trust financial
"co-trustee of the JS DM Uczekaj Family Trust (the "Trust")"
voting and dispositive power financial
"has voting and dispositive power with respect to the shares"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/06/2026S(1)3,415D$8.8364(2)20,111D
Common Stock323,106IBy JS DM Uczekaj Family Trust(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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. 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.
3. 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-Fact04/06/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

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

John Uczekaj reported selling 3,415 shares of AIRO Group Holdings common stock at a weighted average price of $8.8364 per share. The sale was disclosed as part of a Form 4 insider transaction report for April 6, 2026.

Why did AIRO (AIRO) President and COO sell 3,415 shares?

The 3,415 shares were sold to cover tax withholding obligations tied to the vesting of restricted stock units. This indicates the transaction is primarily compensation-related, rather than a discretionary decision to reduce his economic exposure to AIRO stock.

What price did the AIRO (AIRO) shares sell for in this insider trade?

The filing reports a weighted average sales price of $8.8364 per share, with individual trade prices ranging between $8.77 and $8.95. Full details by price level are available upon request from the company, SEC staff, or any security holder.

How many AIRO (AIRO) shares does John Uczekaj hold after this transaction?

After the sale, John Uczekaj directly holds 20,111 shares of AIRO common stock. In addition, he has indirect ownership of 323,106 shares through the JS DM Uczekaj Family Trust, where he has voting and dispositive power over those shares.

What is the role of the JS DM Uczekaj Family Trust in AIRO (AIRO) holdings?

The JS DM Uczekaj Family Trust holds 323,106 shares of AIRO common stock. According to the filing, John Uczekaj is a co-trustee and has voting and dispositive power over these shares, giving him significant indirect economic and governance influence.

Does this AIRO (AIRO) Form 4 indicate any option exercises or derivative trades?

The Form 4 shows only a sale of 3,415 common shares and a holding entry; the derivative section is empty. The transactionSummary confirms no option exercises or derivative transactions, emphasizing this filing reflects a single tax-related stock sale.