SRFM insider sale worth $182k executed under 10b5-1 plan

Rhea-AI Filing Summary

Surf Air Mobility (NASDAQ:SRFM) director Tyler Painter filed a Form 4 revealing the sale of 40,583 common shares on 24-25 Jun 2025 under a Rule 10b5-1 trading plan adopted 20 Dec 2024. Weighted-average prices ranged from $4.00 to $5.00, generating roughly $182 thousand in proceeds.

• Beneficial ownership fell from ≈59,000 to 15,148 shares (14,966 direct; 182 via trust).
• No derivative securities were exercised or reported.
• Sale equates to an estimated ~69 % reduction of the insider’s pre-transaction holdings.

The large percentage reduction—despite modest dollar value—may signal diminished insider conviction, though timing was pre-scheduled.

Positive

• None.

Negative

• Director Tyler Painter sold 40,583 SRFM shares (~69 % of prior holdings) for ≈$182 k under a 10b5-1 plan, potentially signalling reduced insider confidence.

Insights

Corporate Governance Expert

TL;DR: 70 % stake cut by director is a bearish governance signal despite 10b5-1 shield.

Scale of divestiture: Painter disposed of roughly two-thirds of his equity, shrinking holdings to 15 k shares. Such magnitude often precedes weak insider alignment. Dollar context: At only $182 k, proceeds seem liquidity-driven rather than life-changing, heightening questions about conviction given the high proportional sell-through. Rule 10b5-1 plan: The preset mechanism reduces legal risk but does not negate market perception of negative signalling. Governance optics: Investors scrutinise director trades for sentiment; this abrupt reduction could weigh on valuations, especially for smaller-cap issuers where insider ownership is a cornerstone narrative.

Portfolio Manager

TL;DR: Percentage sold is large, but cash raised is immaterial; modest negative until pattern emerges.

The sale removes 40 k shares of potential supply overhang, yet represents less than $0.2 M—insignificant versus daily dollar volume. I view the event as a cautionary rather than urgent signal. Key monitorables: 1) whether other insiders follow suit, 2) upcoming catalysts that could justify de-risking, 3) liquidity needs typical for early-stage aviation plays. Absent additional insider selling or weak fundamental updates, portfolio action remains unchanged, but watchlist risk rating nudged higher.

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^*

Painter Tyler

(Last) (First) (Middle)

12111 S. CRENSHAW BLVD.

(Street)

HAWTHORNE CA 90250

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SURF AIR MOBILITY INC. [ SRFM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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								14,966	D
Common Stock	06/24/2025		S(1)		18,583	D	$4.0007(2)	22,182	I	By Trust(3)
Common Stock	06/25/2025		S(1)		22,000	D	$5	182	I	By Trust(3)

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-l trading plan adopted by the reporting person on December 20, 2024.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.00 to $4.01 per share. The reporting person undertakes to provide 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 above.

3. These shares are held by the Tyler and Sonia Painter 2020 Trust.

Remarks:

Exhibit 24.1

	/s/ Douglas Sugimoto, as attorney-in-fact for Tyler Painter	06/26/2025
	** 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.

FAQ

How many SRFM shares did director Tyler Painter sell in June 2025?

Painter disposed of 40,583 common shares on 24–25 Jun 2025.

What prices did Tyler Painter receive for his SRFM share sales?

On 24 Jun 2025, shares sold at a weighted average $4.0007; on 25 Jun 2025, shares sold at $5.00 each.

How many SRFM shares does Tyler Painter still own after the sale?

He now holds 15,148 shares—14,966 directly and 182 indirectly through the Tyler & Sonia Painter 2020 Trust.

Was the June 2025 SRFM insider sale made under a 10b5-1 plan?

Yes. The trades were executed pursuant to a Rule 10b5-1 plan adopted on 20 Dec 2024.

What percentage of his SRFM stake did Tyler Painter sell?

The 40,583 shares represent approximately 68–70 % of his pre-sale holdings.