Armour Residential (NYSE: ARR) director converts phantom stock to common shares

Rhea-AI Filing Summary

Armour Residential REIT director Stewart J. Paperin elected on February 24, 2026 to convert 1,043 vested units of phantom stock into 1,043 shares of Armour common stock at a stated price of $0 per share. Each phantom stock unit is the economic equivalent of one Armour common share.

After these transactions, he directly held 15,014 units of phantom stock and 208 shares of common stock, and indirectly held 8,361 common shares through the Stewart J. Paperin Family Trust, over which he has a pecuniary interest and investment control.

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).

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^*

PAPERIN STEWART J

(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)
02/24/2026

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	02/24/2026		M		1,043	A(1)	$0	8,361	I	See Footnote(2)
Common Stock, par value $0.001 per share								208	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	(3)	02/24/2026		M			1,043	(1)	(1)	Common Stock	1,043	$0	15,014	D

Explanation of Responses:

1. On February 24, 2026, the reporting person elected to convert 1,043 shares of vested phantom stock into 1,043 shares of ARMOUR common stock. The 1,043 shares are part of, and relate to, phantom stock vesting over a five-year period, which was reported on a Form 4 filed by the reporting person on February 14, 2023 and December 18, 2025.

2. Represents shares owned indirectly through the Stewart J. Paperin Family Trust. Mr. Paperin has a pecuniary interest in and investment control over the shares held by the Trust.

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

Remarks:

	/s/ Stewart J. Paperin	02/26/2026
	** 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).
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FAQ

What insider transaction did ARR director Stewart J. Paperin report?

Stewart J. Paperin reported converting 1,043 vested phantom stock units into 1,043 shares of Armour common stock on February 24, 2026. The transaction was recorded at $0 per share and reflects an exercise or conversion of a derivative security, not an open-market purchase.

How many Armour Residential (ARR) phantom stock units were converted?

The filing shows 1,043 vested phantom stock units converted into 1,043 Armour common shares. Each phantom unit is economically equivalent to one common share, so the conversion simply changes the form of the holding from a derivative award into actual common stock.

How are Stewart J. Paperin’s ARR shares held after this Form 4?

After the reported transactions, Paperin directly held 15,014 units of phantom stock and 208 Armour common shares. He also indirectly held 8,361 Armour common shares through the Stewart J. Paperin Family Trust, where he has a pecuniary interest and investment control over the trust’s holdings.

What is the role of the Stewart J. Paperin Family Trust in ARR holdings?

The trust holds 8,361 Armour common shares indirectly for Stewart J. Paperin. The filing states he has a pecuniary interest in and investment control over shares held by the Stewart J. Paperin Family Trust, so these trust-held shares are reported as indirect ownership on the Form 4.

Did the ARR Form 4 report any open-market buys or sells?

The Form 4 does not report open-market buys or sells. It records an exercise or conversion of derivative securities, where phantom stock units were converted into common shares at a stated price of $0 per share, rather than shares being bought or sold on the market.

What does it mean that ARR phantom stock is economically equivalent to common stock?

The filing explains each phantom stock unit is the economic equivalent of one Armour common share. This means the value and economic exposure mirror common stock, but the units are a derivative award that can later be settled or converted into actual common shares, as shown here.