Red Cat Holdings (RCAT) CEO pre-planned stock sale of 150,000 shares

Rhea-AI Filing Summary

Red Cat Holdings, Inc. (RCAT) reports that Jeffrey M. Thompson, Chairman, CEO and a more than 10% owner, sold 150,000 shares of common stock on 2026-08-17 in an open-market transaction under a Rule 10b5-1 trading plan. The weighted-average sale price was $10.45 per share, with individual trade prices ranging from $10.26 to $10.75. Following this sale, Thompson directly holds 12,612,202 shares of Red Cat common stock.

Insider Trade Summary 10b5-1

Net Seller: 150,000 shares

Net Sell 1 txn

Insider Thompson Jeffrey M

Role Chairman of the Board, CEO

Sold 150,000 shs ($1.57M)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2	150,000	$10.45	$1.57M

Holdings After Transaction: Common Stock — 12,612,202 shares (Direct)

Footnotes (2)

1. F1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 31, 2026.
2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.26 to $10.75. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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: 150,000 shares Weighted-average sale price: $10.45 per share Sale price range low: $10.26 per share +3 more

6 metrics

Shares sold 150,000 shares Common Stock sale on 2026-08-17 by Jeffrey M. Thompson

Weighted-average sale price $10.45 per share Average price for the 150,000 RCAT shares sold

Sale price range low $10.26 per share Lowest price among multiple transactions in the reported sale

Sale price range high $10.75 per share Highest price among multiple transactions in the reported sale

Shares owned after transaction 12,612,202 shares Direct ownership of RCAT common stock by Thompson following the sale

10b5-1 plan adoption date March 31, 2026 Date the Rule 10b5-1 trading plan governing the sale was adopted

Key Terms

Rule 10b5-1 trading plan, weighted average price, more than 10% owner

3 terms

Rule 10b5-1 trading plan regulatory

"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

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.

more than 10% owner regulatory

"is_ten_percent_owner": 1"

FAQ

What insider transaction did RCAT report for Jeffrey M. Thompson on August 17, 2026?

Red Cat (RCAT) reported that Jeffrey M. Thompson sold 150,000 shares of common stock on 2026-08-17. The transaction was an open-market sale under a Rule 10b5-1 trading plan at a weighted-average price of $10.45.

At what prices did Jeffrey M. Thompson sell RCAT shares in this Form 4 filing?

The filing states a weighted-average price of $10.45 per RCAT share. Individual trades occurred in multiple transactions at prices ranging from $10.26 to $10.75, as disclosed in the Form 4 footnote.

How many RCAT shares does Jeffrey M. Thompson own after the reported sale?

After the reported sale, Jeffrey M. Thompson directly owns 12,612,202 shares of Red Cat common stock. This post-transaction holding reflects his remaining direct ownership following the 150,000-share sale on August 17, 2026.

Was the August 17, 2026 RCAT insider sale made under a Rule 10b5-1 plan?

Yes. The Form 4 states the sale was made under a Rule 10b5-1 trading plan. A footnote specifies the plan was adopted by the reporting person on March 31, 2026, indicating the transactions were pre-arranged under that plan.

What role does Jeffrey M. Thompson hold at Red Cat (RCAT) in this Form 4?

Jeffrey M. Thompson is identified as Chairman of the Board and CEO of Red Cat and also as a more than 10% owner. These roles classify him as an insider required to report transactions on Form 4.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/19/2026 - 04:04 PM Accepted by SEC EDGAR 08/19/2026 - 04:03 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).

X

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^*

Thompson Jeffrey M

(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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board, CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

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	08/17/2026		S(1)		150,000	D	$10.45(2)	12,612,202	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 sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 31, 2026.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.26 to $10.75. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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.

Remarks:

	/s/ Jeffrey M. Thompson	08/19/2026
	** 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)