AIRO (AIRO) president sells 154 shares to cover RSU tax obligations

Rhea-AI Filing Summary

AIRO Group Holdings, Inc. director and President/COO John Uczekaj reported a small share sale primarily tied to compensation. He sold 154 shares of common stock at a weighted average price of $7.7604 to cover tax withholding obligations from vesting restricted stock units. After this sale, he holds 23,228 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.

Insider Trade Summary

Net Seller: 154 shares ($1,195)

Net Sell 2 txns

Insider Uczekaj John

Role President and COO

Sold 154 shs ($1K)

Type	Security	Shares	Price	Value
Sale	Common Stock	154	$7.7604	$1K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 23,228 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 $7.7604 and the range of prices was between $7.76 and $7.7612. 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.

Key Figures

Shares sold: 154 shares Weighted average sale price: $7.7604 per share Direct holdings after sale: 23,228 shares +2 more

5 metrics

Shares sold 154 shares Common stock sold to cover tax withholding

Weighted average sale price $7.7604 per share Price range between $7.76 and $7.7612

Direct holdings after sale 23,228 shares Common stock held directly by John Uczekaj

Indirect holdings after update 323,106 shares Common stock held via JS DM Uczekaj Family Trust

Net share change -154 shares Net buy/sell shares in this Form 4

Key Terms

restricted stock units, weighted average sales price, voting and dispositive power, tax withholding obligations

4 terms

restricted stock units financial

"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.

weighted average sales price financial

"The weighted average sales price for the transaction reported was $7.7604"

voting and dispositive power financial

"has voting and dispositive power with respect to the shares of the Company's common stock held by the Trust"

tax withholding obligations financial

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/07/2026 - 04:15 PM Accepted by SEC EDGAR 07/07/2026 - 04:15 PM Learn about SEC filing dates

FAQ

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

John Uczekaj reported a small sale of AIRO common stock. He sold 154 shares at a weighted average price of $7.7604, mainly to cover tax withholding obligations related to vesting restricted stock units as part of his equity compensation.

How many AIRO shares did John Uczekaj sell and at what price?

He sold 154 shares of AIRO common stock. The weighted average sales price was $7.7604 per share, with individual sale prices ranging from $7.76 to $7.7612, according to the detailed pricing disclosure provided in the filing footnotes.

Why did John Uczekaj sell AIRO shares in this transaction?

The shares were sold to satisfy tax withholding obligations from vesting restricted stock units. This type of sale is a routine, compensation-related event where a portion of vested shares is sold to cover associated tax liabilities owed by the executive.

How many AIRO shares does John Uczekaj own after the reported sale?

Following the transaction, he owns 23,228 shares directly and 323,106 shares indirectly. The indirect holdings are through the JS DM Uczekaj Family Trust, where he is co-trustee and has voting and dispositive power over the trust’s AIRO common stock.

Is the AIRO share sale by John Uczekaj an open-market disposal signal?

The filing classifies the transaction as a sale but notes it was to cover tax withholding on vesting RSUs. Such compensation-driven, small sales typically reflect administrative tax payments rather than a discretionary decision to significantly reduce economic exposure to the stock.

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)
07/06/2026

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)

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	07/06/2026		S(1)		154	D	$7.7604(2)	23,228	D
Common Stock								323,106	I	By 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)
				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. The weighted average sales price for the transaction reported was $7.7604 and the range of prices was between $7.76 and $7.7612. 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-Fact	07/07/2026
	** 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)