ARR CEO converts phantom stock into 6,528 shares

Armour Residential REIT, Inc. (ARR) CEO Scott Ulm reported transactions involving 10,880 units of phantom stock, each economically equivalent to one share of common stock.

Rhea-AI Filing Summary

Armour Residential REIT, Inc. (ARR) CEO Scott Ulm reported transactions involving 10,880 units of phantom stock, each economically equivalent to one share of common stock. On August 21, 2026, he converted 6,528 phantom units into the same number of common shares and converted the remaining 4,352 units into cash solely to pay income taxes on the vested stock, reflected as a Code F disposition of 4,352 shares at $16.32 per share. After these actions, he held 172,610 phantom stock units directly.

Insider Trade Summary

10,880 shares exercised/converted

Exercise 3 txns

Insider ULM SCOTT

Role CEO

Type	Security	Shares	Price	Value
Exercise	Phantom Stock F2, F1	10,880	$0.00	$0.00
Exercise	Common Stock, par value $0.001 per share F1	10,880	$0.00	$0.00
Tax Withholding	Common Stock, par value $0.001 per share F1	4,352	$16.32	$71K

Holdings After Transaction: Phantom Stock — 172,610 contracts (Direct); Common Stock, par value $0.001 per share — 83,386 shares (Direct)

Footnotes (2)

1. F1. On August 21, 2026, the reporting person elected to convert 6,528 of the 10,880 shares of vested phantom stock into 6,528 shares of ARMOUR common stock. The reporting person elected to convert the remaining 4,352 shares of vested phantom stock into cash solely to pay income taxes on the vested stock. The 10,880 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, 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, and phantom stock vesting over a five-year period, which was reported on a Form 4 report filed by the reporting person on June 18, 2026.
2. F2. Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock.

Key Figures

Phantom stock units exercised: 10,880 units Common shares acquired: 6,528 shares Shares delivered/withheld for taxes: 4,352 shares +2 more

5 metrics

Phantom stock units exercised 10,880 units Total vested phantom stock units converted on August 21, 2026

Common shares acquired 6,528 shares Shares of common stock received from phantom stock conversion on August 21, 2026

Shares delivered/withheld for taxes 4,352 shares Code F disposition to pay income taxes on vested phantom stock

Tax-related transaction price $16.32 per share Price for 4,352 shares used to pay income tax liability

Phantom stock holdings after transaction 172,610 units Directly held phantom stock units following August 21, 2026 transactions

Key Terms

phantom stock, economic equivalent, tax liability, Code F disposition

4 terms

phantom stock financial

"Each unit of phantom stock is the economic equivalent of one share"

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.

economic equivalent financial

"Each unit of phantom stock is the economic equivalent of one share"

tax liability financial

"into cash solely to pay income taxes on the vested stock"

Code F disposition financial

"representing shares delivered or withheld solely to pay income taxes"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did ARR CEO Scott Ulm report on August 21, 2026?

Scott Ulm reported the exercise of 10,880 units of phantom stock. He converted 6,528 units into common shares of Armour Residential REIT, Inc. (ARR) and converted 4,352 units into cash to cover income taxes on the vested stock.

How many ARR common shares did Scott Ulm acquire in this Form 4 filing?

Scott Ulm acquired 6,528 shares of Armour Residential REIT, Inc. (ARR) common stock by converting an equal number of vested phantom stock units on August 21, 2026, at a reported exercise/conversion price of $0.00 per share.

How many ARR shares were withheld or delivered for taxes in Scott Ulm’s transaction?

A total of 4,352 shares of Armour Residential REIT, Inc. (ARR) common stock were disposed of under transaction code F at $16.32 per share, representing shares delivered or withheld solely to pay income taxes on the vested phantom stock.

What does the phantom stock in ARR’s Form 4 represent for Scott Ulm?

Each unit of phantom stock is the economic equivalent of one share of Armour Residential REIT, Inc. (ARR) common stock. Ulm’s 10,880 phantom units converted were part of longer-term vesting awards reported in prior Form 4 filings.

How many phantom stock units does Scott Ulm hold after these ARR transactions?

Following the August 21, 2026 transactions, Scott Ulm held 172,610 units of phantom stock directly. Each phantom unit is economically equivalent to one share of Armour Residential REIT, Inc. (ARR) common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/25/2026 - 04:15 PM EDT Accepted by SEC EDGAR 08/25/2026 - 04:14 PM EDT Learn about SEC filing dates

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^*

ULM SCOTT

(Last) (First) (Middle)

3001 OCEAN DRIVE

SUITE #201

(Street)

VERO BEACH FLORIDA 32963

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026

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, par value $0.001 per share	08/21/2026		M(1)		10,880	A	$0	87,738	D
Common Stock, par value $0.001 per share	08/21/2026		F(1)		4,352	D	$16.32	83,386	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)	08/21/2026		M			10,880	(1)	(1)	Common Stock	10,880	$0	172,610	D

Explanation of Responses:

1. On August 21, 2026, the reporting person elected to convert 6,528 of the 10,880 shares of vested phantom stock into 6,528 shares of ARMOUR common stock. The reporting person elected to convert the remaining 4,352 shares of vested phantom stock into cash solely to pay income taxes on the vested stock. The 10,880 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, 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, and phantom stock vesting over a five-year period, which was reported on a Form 4 report filed by the reporting person on June 18, 2026.

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

Remarks:

	/s/ Scott J. Ulm	08/25/2026
	** 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)