Safe Pro Group (SPAI) CEO reports tax withholding and gift of shares

Rhea-AI Filing Summary

Safe Pro Group Inc. Chief Executive Officer Daniyel Erdberg reported two dispositions of common stock. On a single date, 47,942 shares were withheld to cover taxes upon vesting of restricted stock unit awards, and 9,000 shares were transferred as a bona fide gift.

After these transactions, Erdberg directly owned 4,749,058 common shares. Footnotes state this direct amount does not include 470,000 shares held by DL2 Capital LLC and 195,000 shares held by Erdberg Foundation Inc., of which he is the beneficial owner.

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

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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^*

ERDBERG DANIYEL

(Last) (First) (Middle)

C/O SAFE PRO GROUP INC.

18305 BISCAYNE BLVD., SUITE 222

(Street)

AVENTURA, FL 33160

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Safe Pro Group Inc. [ SPAI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		F		47,942	D	(1)	4,758,058(2)	D
Common Stock	03/06/2026		G		9,000	D	$0	4,749,058(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

Explanation of Responses:

1. Shares withheld for payment of taxes upon vesting of restricted stock unit awards.

2. Does not include 470,000 shares of common stock held in the name of DL2 Capital LLC, of which Mr. Erdberg is the beneficial owner and 195,000 shares of common stock held in the name of Erdberg Foundation Inc., of which Mr. Erdberg is the beneficial owner.

	/s/ Daniyel Erdberg	03/06/2026
	** 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 insider transactions did SPAI CEO Daniyel Erdberg report on this Form 4?

Daniyel Erdberg reported two stock dispositions. 47,942 common shares were withheld to satisfy taxes upon vesting of restricted stock unit awards, and 9,000 common shares were transferred as a bona fide gift, both involving Safe Pro Group Inc. stock.

Were the SPAI CEO’s Form 4 transactions open-market sales of stock?

The transactions were not open-market sales. One was a tax-withholding disposition where 47,942 shares covered tax obligations on vesting RSUs, and the other was a bona fide gift transfer of 9,000 shares of Safe Pro Group Inc. common stock.

How many Safe Pro Group (SPAI) shares does the CEO hold after these transactions?

After the reported transactions, Daniyel Erdberg directly owned 4,749,058 shares of Safe Pro Group common stock. This direct total excludes additional shares held by DL2 Capital LLC and Erdberg Foundation Inc., which the filing identifies as beneficially owned by him.

What does the tax-withholding transaction on SPAI shares represent?

The tax-withholding transaction reflects 47,942 SPAI shares withheld to pay taxes when restricted stock unit awards vested. Instead of paying cash for the tax liability, shares were delivered, reducing the reported direct share count accordingly in the Form 4 filing.

What is the nature of the 9,000-share transfer reported by SPAI’s CEO?

The 9,000-share transaction is labeled as a bona fide gift. This means Daniyel Erdberg transferred 9,000 shares of Safe Pro Group common stock without receiving consideration, consistent with a gift disposition classification under the Form 4 reporting rules.

Does the SPAI CEO have additional beneficial ownership outside his direct holdings?

Yes. The filing notes 470,000 SPAI shares held by DL2 Capital LLC and 195,000 shares held by Erdberg Foundation Inc. are not included in his direct holdings, but he is identified as the beneficial owner of those additional common shares.