ARR CEO exercises phantom stock, nets 2,028 shares
Armour Residential REIT, Inc. director and CEO Scott Ulm reported compensation-related transactions involving phantom stock on May 21, 2026.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
Armour Residential REIT, Inc. director and CEO Scott Ulm reported compensation-related transactions involving phantom stock on May 21, 2026. He exercised 3,380 units of phantom stock, which are economically equivalent to common shares, and converted them into a mix of stock and cash.
According to the footnotes, 2,028 units were converted into 2,028 shares of ARMOUR common stock, while 1,352 units were settled in cash solely to cover income taxes on the vested stock. After these transactions, he directly held 76,858 shares of common stock and 33,490 units of phantom stock. These are routine equity compensation and tax-settlement events rather than open-market buying or selling.
Insider Trade Summary
3,380 shares exercised/converted
Exercise
3 txns
Insider
ULM SCOTT
Role
CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Phantom Stock | 3,380 | $0.00 | $0.00 |
| Exercise | Common Stock, par value $0.001 per share | 3,380 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock, par value $0.001 per share | 1,352 | $16.47 | $22K |
Holdings After Transaction:
Phantom Stock — 33,490 contracts (Direct);
Common Stock, par value $0.001 per share — 76,858 shares (Direct)
Footnotes (2)
- F1. On May 21, 2026, the reporting person elected to convert 2,028 of the 3,380 shares of vested phantom stock into 2,028 shares of ARMOUR common stock. The reporting person elected to convert the remaining 1,352 shares of vested phantom stock into cash solely to pay income taxes on the vested stock. The 3,380 shares are part of, and relate to phantom stock vesting over a six-and-a-half year period, which was reported on a Form 4 report filed by the reporting person on January 14, 2021 and phantom stock vesting over a seven-year period, which was reported on a Form 4 report filed by the reporting person on February 16, 2023.
- F2. Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock.
Key Figures
Phantom stock exercised: 3,380 units
Units converted to shares: 2,028 shares
Units used for taxes: 1,352 units
+3 more
6 metrics
Phantom stock exercised
3,380 units
Units of phantom stock converted on May 21, 2026
Units converted to shares
2,028 shares
Phantom stock units converted into ARR common stock
Units used for taxes
1,352 units
Phantom stock units settled in cash solely to pay income taxes
Post-transaction common shares
78,210 shares
Direct ARR common stock holdings after transactions
Remaining phantom stock
33,490 units
Phantom stock units held after the May 21, 2026 conversion
Tax-settlement reference price
$16.47 per share
Price used for 1,352-share tax-withholding disposition entry
Key Terms
Phantom Stock, tax-withholding disposition, derivative security, phantom stock vesting, +1 more
5 terms
Phantom Stock financial
"The reporting person elected to convert 2,028 of the 3,380 shares of vested phantom stock into 2,028 shares of ARMOUR common stock."
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
phantom stock vesting financial
"The 3,380 shares are part of, and relate to phantom stock vesting over a six-and-a-half year period"
economic equivalent financial
"Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did ARR CEO Scott Ulm report in this Form 4?
Scott Ulm reported exercising phantom stock units and settling taxes. He converted 3,380 phantom stock units, receiving 2,028 ARR common shares and using 1,352 units for cash solely to pay income taxes on the vested stock.
Did the ARR Form 4 show open-market buying or selling by the CEO?
No, the Form 4 shows no open-market trades. The transactions reflect a derivative exercise of phantom stock and a tax-withholding disposition, where 1,352 units were converted into cash to pay income taxes on vested equity.
What is phantom stock in the context of ARR’s Form 4?
Phantom stock is a deferred equity-based compensation instrument. Each unit is economically equivalent to one share of Armour Residential REIT common stock and can be converted into stock or cash, as described in the Form 4 footnotes.
How many phantom stock units did ARR’s CEO use to pay taxes?
Scott Ulm used 1,352 phantom stock units to cover income taxes. The footnote explains these units were converted into cash solely to pay income taxes related to the vested phantom stock awards.
Is the ARR CEO’s Form 4 transaction a routine compensation event?
Yes, the filing describes a routine compensation-related event. The CEO exercised 3,380 vested phantom stock units, taking 2,028 as shares and 1,352 as cash for taxes, consistent with equity award vesting and tax-settlement practices.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
Learn about SEC filing dates