[Form 4] Sunrise Realty Trust, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Leonard M. Tannenbaum, Executive Chairman, Director and >10% owner of Sunrise Realty Trust, Inc. (SUNS), reported an open-market purchase of 4,406 shares of the issuer's common stock on 08/15/2025 at a weighted-average price of $10.50 per share. After the reported transaction the filing shows the Reporting Person directly beneficially owns 2,882,615 shares and indirectly beneficially owns additional shares held across related foundations and trusts totaling 556,771 shares (448,681; 15,000; 1,000; 58,958; plus 33,132 held by spouse). The report includes footnotes that several indirect holdings are held by the Tannenbaum Family Foundation and family trusts for which Mr. Tannenbaum disclaims beneficial ownership except to the extent of his pecuniary interest. The Form 4 was executed by an attorney-in-fact on 08/19/2025.

Positive

• Insider purchase disclosed: The Form 4 reports an open-market acquisition of 4,406 shares at a weighted-average price of $10.50 on 08/15/2025.
• Clear ownership disclosure: The filing itemizes direct ownership of 2,882,615 shares and lists indirect holdings with explanatory footnotes.
• Proper procedural execution: The Form 4 includes signature by attorney-in-fact and standard footnote explanations for indirect holdings and disclaimers.

Negative

• None.

Insights

Financial Analyst

TL;DR: A small open-market purchase by a large insider holder; ownership remains concentrated.

The reported 4,406-share purchase at a $10.50 weighted-average price on 08/15/2025 is modest relative to the Reporting Person's direct stake of 2,882,615 shares, indicating the transaction is immaterial to aggregate ownership levels. The filing discloses significant additional indirect holdings through a family foundation and trusts totaling 556,771 shares, with explicit disclaimers of beneficial ownership except for pecuniary interest.

For investors, this Form 4 documents a routine insider purchase and clarifies ownership structure but does not by itself signal a material change in control or capital structure.

Corporate Governance Expert

TL;DR: Filing properly discloses direct and indirect holdings and includes standard disclaimers; procedural compliance appears met.

The Form 4 lists Mr. Tannenbaum's roles (Executive Chairman, Director, >10% owner) and reports the transaction code "P" for acquisition, the weighted-average price disclosure, and multiple footnotes explaining indirect holdings held by the Tannenbaum Family Foundation and family trusts. The report was signed by an attorney-in-fact on 08/19/2025, consistent with authorized filing practice. Footnote disclaimers limit asserted beneficial ownership where appropriate.

From a governance perspective, disclosures are specific about ownership vehicles and include the required procedural details; no material governance issues are disclosed in this filing.

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
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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^*

TANNENBAUM LEONARD M

(Last) (First) (Middle)

525 OKEECHOBEE BLVD

SUITE 1650

(Street)

WEST PALM BEACH FL 33401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sunrise Realty Trust, Inc. [ SUNS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		P		4,406	A	$10.5(1)	2,882,615	D
Common Stock								448,681	I	See footnote(2)
Common Stock								15,000	I	See footnote(3)
Common Stock								1,000	I	By reporting person as UTMA custodian for son
Common Stock								58,958	I	See footnote(4)
Common Stock								33,132	I	Held by spouse(5)

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. This transaction was executed in multiple trades ranging from $10.47 to $10.50; the price reported reflects the weighted average price. The Reporting Person hereby undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request to the SEC staff, the issuer, or any security holder of the issuer.

2. These shares are held by the Tannenbaum Family Foundation (formerly known as the Leonard M. Tannenbaum Foundation), for which the Reporting Person serves as the President. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest.

3. These shares are held by the Sunny 5 Irrevocable Trust for benefit of certain members of the Reporting Person's family, for which Jeffrey Boccuzzi is a Co-Trustee. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest.

4. These shares are held by the Tannenbaum Family 2012 Trust for benefit of certain members of the Reporting Person's family, for which Jeffrey Boccuzzi is a Co-Trustee. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest.

5. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Remarks:

	/s/ Brandon Hetzel, as Attorney-in-Fact	08/19/2025
	** 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

What did Leonard M. Tannenbaum report on SUNS Form 4?

He reported acquiring 4,406 shares of Sunrise Realty Trust, Inc. common stock on 08/15/2025 at a weighted-average price of $10.50.

How many SUNS shares does the reporting person directly own after the transaction?

Direct ownership: 2,882,615 shares following the reported purchase.

Are there additional SUNS shares held indirectly by the reporting person?

Yes: Indirect holdings disclosed total 556,771 shares across the Tannenbaum Family Foundation, Sunny 5 Irrevocable Trust, Tannenbaum Family 2012 Trust, UTMA custodial account (1,000 shares), and 33,132 shares held by the reporting person's spouse.

What do the footnotes say about indirect holdings on the SUNS Form 4?

Footnotes state that certain shares are held by family foundations and trusts for which Mr. Tannenbaum serves in roles (e.g., President) and that he disclaims beneficial ownership except to the extent of his pecuniary interest.

When was the Form 4 signed and filed?

Signature date: The filing shows execution by an attorney-in-fact on 08/19/2025.