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

Rhea-AI Filing Summary

Stewart J. Paperin, a director of Armour Residential REIT, Inc. (ARR), converted 520 units of vested phantom stock into 520 shares of Armour common stock on 08/21/2025. The filing states each phantom unit equals one share. After the reported transactions, the reporting person beneficially owned 4,742 shares indirectly through the Stewart J. Paperin Family Trust and directly owned 3,740 shares following the conversion. The filing notes the phantom stock granted vests over five-year periods and was previously reported on Form 4 filings in 2021 and 2023.

Positive

• Transparency: The filing clearly discloses conversion of vested phantom stock and both direct and indirect beneficial ownership amounts
• Compensation alignment: Director compensation is settling into company equity, aligning insider interests with shareholders

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director converted vested phantom units into common shares, modestly increasing direct holdings while retaining indirect family-trust ownership.

The conversion of 520 phantom units into 520 common shares is an internal compensation settlement rather than an open-market purchase or sale. This is a routine equity compensation event that increases the director's directly held common shares by the stated amount and clarifies beneficial ownership structure by identifying indirect holdings through a family trust. From a governance perspective, the filing increases transparency about insider holdings and demonstrates vesting and settlement terms for director compensation previously granted in multi-year awards.

Securities Analyst

TL;DR: The transaction is small in absolute terms and appears immaterial to ARR’s capitalization or control.

The reported 520-share conversion is limited in scale relative to a public REIT’s outstanding common stock and reflects settlement of phantom equity tied to multi-year vesting. The filing discloses both direct and indirect beneficial ownership figures (3,740 direct after conversion; 4,742 indirect via trust), which helps model insider concentration. There is no cash consideration reported and no market disposition noted; therefore, immediate market-impact implications are likely minimal.

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)
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	4,742	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)	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 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. 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	08/25/2025
	** 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 did Stewart J. Paperin report on Form 4 for ARR?

The director reported converting 520 vested phantom stock units into 520 shares of Armour common stock on 08/21/2025.

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

The filing shows 3,740 shares directly owned following the conversion and 4,742 shares owned indirectly through the Stewart J. Paperin Family Trust.

Was any cash paid for the converted phantom stock?

No purchase price is reported; the conversion lists a price of $0 per share, indicating a non-cash settlement.

What is the nature of the phantom stock reported by ARR insider?

Each phantom stock unit is stated to be the economic equivalent of one share of Armour common stock and vests over five-year periods.

When were the phantom stock awards originally reported?

The awards related to this conversion were previously reported on Form 4 filings by the reporting person on January 14, 2021 and February 14, 2023.