Red Cat director sells 65,000 shares at $8.50

Rhea-AI Filing Summary

Red Cat Holdings, Inc. (RCAT) director Nicholas Reyland Liuzza Jr. reported a sale of 65,000 shares of common stock on 2026-08-28 in an open-market or private transaction. The weighted average sale price was $8.50 per share, with individual trade prices ranging from $8.47 to $8.52. Following this transaction, Liuzza directly holds 424,874 shares of Red Cat Holdings common stock.

Insider Trade Summary

Net Seller: 65,000 shares

Net Sell 1 txn

Insider Liuzza Nicholas Reyland JR

Role Director

Sold 65,000 shs ($553K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	65,000	$8.50	$553K

Holdings After Transaction: Common Stock — 424,874 shares (Direct)

Footnotes (1)

1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.47 to $8.52, inclusive. The reporting person undertakes to provide Red Cat Holdings, Inc., any security holder of Red Cat Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Key Figures

Shares sold: 65,000 shares Weighted average sale price: $8.50 per share Sale price range: $8.47 to $8.52 per share +2 more

5 metrics

Shares sold 65,000 shares Common Stock sale on 2026-08-28

Weighted average sale price $8.50 per share Common Stock sale on 2026-08-28

Sale price range $8.47 to $8.52 per share Multiple transactions included in the 65,000-share sale

Shares owned after transaction 424,874 shares Direct ownership following the 2026-08-28 sale

Net shares sold 65,000 shares Net-sell direction for this Form 4

Key Terms

weighted average price, open market or private transaction, Rule 10b5-1

3 terms

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open market or private transaction financial

"transaction_code_description: Sale in open market or private transaction"

Rule 10b5-1 regulatory

"aff_10b5_one is the filing's document-level Rule 10b5-1 checkbox"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What insider transaction did RCAT director Nicholas Reyland Liuzza Jr. report?

He reported selling 65,000 shares of Red Cat Holdings, Inc. (RCAT) common stock on 2026-08-28 in a sale classified as an open-market or private transaction.

At what price did Nicholas Reyland Liuzza Jr. sell RCAT shares?

The reported price is a weighted average of $8.50 per share. According to the footnote, the 65,000 shares were sold in multiple trades at prices ranging from $8.47 to $8.52 per share.

How many RCAT shares does Nicholas Reyland Liuzza Jr. own after this sale?

After the reported sale, Nicholas Reyland Liuzza Jr. directly owns 424,874 shares of Red Cat Holdings, Inc. common stock, as disclosed in the filing.

Was the RCAT insider sale made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as being pursuant to a plan (aff_10b5_one is false), and the footnote does not state that the transaction was executed under a trading plan.

What does the price range in the RCAT insider sale footnote mean?

The footnote explains the reported $8.50 price is a weighted average. The 65,000 shares were sold in multiple transactions at individual prices between $8.47 and $8.52, and detailed trade-by-trade information is available on request.

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

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Available on EDGAR 09/01/2026 - 04:08 PM Accepted by SEC EDGAR 09/01/2026 - 04:05 PM 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^*

Liuzza Nicholas Reyland JR

(Last) (First) (Middle)

C/O RED CAT HOLDINGS INC.

2800 S WEST TEMPLE, SUITE 5

(Street)

SOUTH SALT LAKE UTAH 84115

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026

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	08/28/2026		S		65,000	D	$8.5(1)	424,874	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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.47 to $8.52, inclusive. The reporting person undertakes to provide Red Cat Holdings, Inc., any security holder of Red Cat Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Nicholas R. Liuzza, Jr.	09/01/2026
	** 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)