RCAT Insider Vesting: 262,500 RSUs Convert; Sale of 89,838 Shares

Rhea-AI Filing Summary

Geoffrey Hitchcock, Chief Revenue Officer of Red Cat Holdings, Inc. (RCAT), reported changes in his holdings on a Form 4. On 10/01/2025 he was credited with 262,500 restricted stock units (RSUs) that convert one-for-one into common stock; those RSUs reflect the first half of a 525,000 RSU grant originally awarded on 11/24/2024 and vesting in equal installments on 10/01/2025 and 10/01/2026. The filing shows a sale of 89,838 shares at $10.47 each on the same date. After these transactions, the reporting person’s disclosed beneficial ownership of common stock is 204,987 shares

Positive

• 262,500 RSUs vested on 10/01/2025, converting one-for-one into common stock
• RSU grant was part of a 525,000 award with clear vesting schedule (10/01/2025 and 10/01/2026)

Negative

• Sale of 89,838 shares at $10.47 on 10/01/2025 reduced direct holdings to 204,987 shares
• Filing indicates prior reports aggregated derivatives and shares and will be amended, requiring clarification of historic ownership disclosures

Insights

Corporate Insider

Insider received RSUs and sold a portion of shares on 10/01/2025.

The report documents a 262,500 RSU vesting event that converts to 262,500 shares one-for-one; this is the first installment of a 525,000 grant dated 11/24/2024. Simultaneously, the filing discloses a sale of 89,838 shares at $10.47 per share on 10/01/2025, reducing the reporting person’s direct share count to 204,987.

These actions are routine compensation realization and liquidity events by an executive; the filing also notes the reporting person will amend prior reports to separate non-derivative and derivative counts.

Compensation Analyst

RSU vesting aligns with scheduled compensation; sale appears to be partial monetization.

The 525,000 RSU award vests in two equal installments on 10/01/2025 and 10/01/2026, with 262,500 units vesting on the first date. The sale of 89,838 shares at $10.47 likely represents partial proceeds from the vesting event or existing holdings being cashed out. No new derivative grants, option exercises, or other compensatory changes are disclosed in this Form 4.

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^*

Hitchcock Geoffrey Wayne

(Last) (First) (Middle)

15 AVENIDA MUNOZ RIVERA

STE 2200

(Street)

SAN JUAN PR 00901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Red Cat Holdings, Inc. [ RCAT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		M		262,500	A	(1)	294,825(2)	D
Common Stock	10/01/2025		F		89,838	D	$10.47	204,987(2)	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
Restricted Stock Units	(1)	10/01/2025		M			262,500	(3)	(3)	Common Stock	262,500	$0	262,500	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. The amount of securities beneficially owned reflects only the number of shares of common stock held by the reporting person. Previously, the reporting person reported shares of common stock and derivative securities on an aggregate basis. The reporting person will file one or more amended reports to correct the number of non-derivative and derivative securities owned.

3. On November 24, 2024, the reporting person was granted 525,000 restricted stock units, vesting in two equal annual installments on October 1, 2025 and October 1, 2026.

	/s/ Geoffrey Hitchcock	10/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Red Cat (RCAT) insider Geoffrey Hitchcock report on Form 4?

The Form 4 reports that on 10/01/2025 Mr. Hitchcock had 262,500 RSUs vest (one-for-one conversion) and sold 89,838 shares at $10.47 per share.

How many RSUs were originally granted to Geoffrey Hitchcock and when do they vest?

He was granted 525,000 RSUs on 11/24/2024, vesting in two equal installments on 10/01/2025 and 10/01/2026.

What is Geoffrey Hitchcock’s beneficial ownership after the transactions?

The filing reports beneficial ownership of 204,987 shares following the reported transactions, per the corrected counting method noted.

At what price were shares sold and how many were sold?

The Form 4 reports a sale of 89,838 shares at a price of $10.47 per share on 10/01/2025.

Will prior ownership reports be corrected?

Yes. The filing states the reporting person will file one or more amended reports to correct aggregation of non-derivative and derivative securities.