[Form 4] ARMOUR Residential REIT, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Reporting person: Z. Jamie Behar, a Director of Armour Residential REIT, Inc. (ARR). On 08/21/2025 Mr. Behar converted 520 vested units of phantom stock into 520 shares of Armour common stock at a conversion price of $0 per share because each phantom unit is the economic equivalent of one share. After the transaction Mr. Behar beneficially owned 11,961 shares of common stock. The phantom stock vested over five-year periods and was previously reported on Form 4 filings dated January 14, 2021 and February 14, 2023. The Form 4 was signed on 08/22/2025.

Insights

Financial Analyst

TL;DR: Director converted vested phantom units into 520 common shares, modestly increasing insider share count; unlikely to be material to ARR valuation.

The conversion reflects routine equity compensation settlement: 520 phantom units converted to 520 shares with no cash exchanged, increasing the reporting person’s beneficial ownership to 11,961 shares. This is an administrative equity issuance from the holder’s compensation plan rather than an open-market purchase or sale. Given the small absolute size relative to a REIT’s total shares outstanding, the transaction appears immaterial to capital structure and market supply.

Corporate Governance Expert

TL;DR: A standard executive compensation conversion that aligns director incentives with shareholders but is not a material governance event.

The filing documents the exercise/conversion of vested phantom stock granted under a multi-year vesting schedule reported previously. Such conversions are common and serve to align insider incentives with shareholder outcomes. There is no indication of a new grant, accelerated vesting, or related-party transaction beyond the routine settlement described. Disclosure appears complete for this single reporting person.

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^*

Behar Z Jamie

(Last) (First) (Middle)

3001 OCEAN DRIVE, SUITE 201

(Street)

VERO BEACH FL 32963

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Armour Residential REIT, Inc. [ ARR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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, par value $0.001 per share	08/21/2025		M(1)		520	A	$0	11,961	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
Phantom Stock	(2)	08/21/2025		M			520	(1)	(1)	Common Stock	520	$0	3,740	D

Explanation of Responses:

1. On August 21, 2025, the reporting person elected to convert 520 of the 520 shares of vested phantom stock into 520 shares of ARMOUR common stock. The 520 shares are part of, and relate to, phantom stock vesting over five-year periods, which was reported on Form 4 reports filed by the reporting person on January 14, 2021, and February 14, 2023.

2. Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock.

Remarks:

	/s/ Z. Jamie Behar	08/22/2025
	** 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 transaction did Z. Jamie Behar report on Form 4 for ARR?

Conversion of 520 vested phantom stock units into 520 shares of Armour Residential REIT common stock on 08/21/2025.

How many Armour (ARR) shares does the reporting person own after the transaction?

11,961 shares beneficially owned following the conversion.

Did the conversion of phantom stock for ARR require cash payment?

No cash was paid; the reported price is $0 per share, consistent with the phantom units being converted into shares.

Are these phantom stock units newly granted or previously reported?

Previously reported; the phantom stock vested over five-year periods and was reported on Form 4 filings dated January 14, 2021 and February 14, 2023.

When was the Form 4 signed?

08/22/2025 (signature by /s/ Z. Jamie Behar).