Swarmer, Inc. (SWMR) SEC filings document a public defense technology company focused on autonomous drone swarm software and artificial intelligence solutions. Key filings include quarterly reports on Form 10-Q, annual reports on Form 10-K, material event reports on Form 8-K, and insider transaction reports on Form 4.
For Swarmer, 10-Q and 10-K filings are important because they describe the company’s single reportable segment, software license revenue, revenue recognition, deferred revenue, capital structure, and risk factors. These reports also provide context for contracts involving the use of proprietary software in quadcopter bombers and other unmanned aerial vehicles.
SWMR 8-K filings are especially relevant because the company uses them to report material agreements, financial results, governance changes, shareholder matters, and other corporate events. Filings tied to supplier agreements, leadership realignments, share issuance, and acquisition-related events can be important for understanding Swarmer’s business model and public-company development.
AI-powered summaries can help translate dense SEC language into plain-English explanations of what a filing means, while real-time EDGAR updates identify new reports as they are released. Form 4 filings show insider transactions, 10-Q filings provide quarterly detail, and 10-K filings give the annual view of Swarmer’s business, risks, and financial reporting.
Swarmer, Inc. (SWMR) asks stockholders to approve issuing up to 5,487,067 shares in connection with its proposed acquisition of 100% of Ratel Robotics’ charter capital. Consideration includes an estimated $7.2 million in cash, subject to adjustments, and 1,064,942 shares at closing; it may also include up to $7.2 million in cash tied to fiscal 2026 targets and up to 4,422,125 shares tied to targets for fiscal years 2026 through 2028. The virtual meeting is scheduled for October 30, 2026. The acquisition is expected to close in the fourth quarter of 2026, subject to closing conditions.
Ratel Robotics disclosed substantial doubt about its ability to continue as a going concern within one year after issuance of its interim financial statements for the six months ended June 30, 2026. It reported $2.3 million in cash and $2.0 million in short-term debt as of June 30, 2026; government customers represented approximately 86% of its net sales for the six months ended June 30, 2026. Closing conditions include stockholder approval and any required Ukrainian antimonopoly clearance.
Swarmer, Inc. reported direct holdings for Chief Product & Technology Officer Nestor Mykhailo, including options covering 141,098 common shares at a $3.33 exercise price, expiring December 29, 2035, and two positions covering 45,000 and 25,000 shares at $25.11, expiring September 16, 2036. The report also lists RSUs with monthly vesting subject to continued service. Certain grants may accelerate for performance milestones, and all reported grants are subject to acceleration upon certain service terminations or a change of control.
Swarmer, Inc. (SWMR) President and Chief Executive Officer (U.S.) Alexander Fink reported selling 60,328 shares on September 21, 2026, at a weighted average price of $22.5930 per share. The shares were sold to satisfy tax withholding connected with restricted stock unit vesting through the issuer’s mandated “sell to cover” process; the transactions were described as not discretionary. Fink directly held 2,692,487 shares after the sale.
Swarmer, Inc. (SWMR) director and 10% owner Serhii Kupriienko exercised 235,163 stock options on September 21, 2026, at an exercise price of $0.00001 per share, acquiring 235,163 common shares. His reported post-transaction option position was 1,410,975 options.
On August 19, 2026, 1,202,065 unvested restricted stock units were forfeited when his employment with an issuer subsidiary ended. The report says this transaction was reported late due to an inadvertent administrative error, not an error by Kupriienko. The options vest over four years: one-fourth on the one-year anniversary of the grant date and one-forty-eighth monthly thereafter, subject to continued service through each vesting date.
Swarmer, Inc. board member and former CEO (Global) Serhii Kupriienko reported acquiring 235,163 shares on September 21, 2026, upon exercising options at $0.00001 per share; he paid an aggregate exercise price of $2.35 from personal funds. His reported beneficial ownership was 4,674,528 shares, or 28.7% of the class, based on 16,004,739 shares outstanding as of August 31, 2026. The reported ownership includes 4,372,700 common shares, 50,000 shares underlying options vested and exercisable as of September 22, 2026, and 251,828 shares underlying options set to vest and become exercisable within 60 days after that date. It excludes 1,509,147 shares underlying options vesting beyond 60 days.
Swarmer, Inc (SWMR) is the subject of an amended Schedule 13D filed by director Philip Wagenheim, who reports beneficial ownership of 835,840 shares of common stock, representing 4.99% of the company’s outstanding shares as of August 31, 2026, including common stock, options and warrants.
The holdings consist of 87,749 shares held directly, 2,511 shares underlying vested options and 745,580 shares issuable upon exercise of warrants held by Theseus Capital Partners, LLC, where Wagenheim is managing member and has sole voting and dispositive power. These warrants are subject to a 4.99% beneficial ownership blocker, so additional 154,408 warrant shares are excluded from the reported total. The filing notes a September 15, 2026 distribution by Theseus of 1,124,981 shares of Swarmer stock to its members, which reduced Wagenheim’s beneficial stake, and discloses a six‑month lockup, signed September 17, 2026, restricting sales of shares issued upon exercise of the warrants, subject to customary exceptions.
Swarmer, Inc (SWMR) director Philip Wagenheim reported several indirect transactions through Theseus Capital Partners, LLC. On September 15, 2026, Theseus made a pro rata distribution of 1,124,981 shares of common stock to its members, reducing Wagenheim’s beneficial ownership. On September 16, 2026, Theseus exercised in full 899,988 common stock purchase warrants via a cashless exercise, resulting in the net issuance of 819,487 shares of common stock after 80,501 shares were withheld for the aggregate exercise price of $3.3334 per warrant share. The warrant shares are subject to a six‑month lock‑up, and Wagenheim also reports 87,749 shares of common stock held directly.
Swarmer, Inc (SWMR) director Justin Matthew Zeefe, through Green Flag Fund I, L.P., reported two indirect transactions in Swarmer common stock. On September 15, 2026, Green Flag Fund distributed 223,599 shares pro rata to its limited partners, reducing Zeefe’s beneficial ownership. On September 16, 2026, Green Flag Fund sold 23,885 shares at a weighted average price of $24.123656 per share to fund cash payments to limited partners who elected cash in lieu of securities; the cash proceeds will be distributed to those electing limited partners. No Rule 10b5-1 trading plan is reported.
Swarmer, Inc. (SWMR) filed a post-effective amendment to its Form S-1 to update a resale registration covering up to 3,000,000 shares of common stock that may be sold from time to time by Lucid Capital Markets, LLC under a common stock purchase agreement (the “Lucid Liquidity Line”). Swarmer is not selling shares in this prospectus and will receive no proceeds from Lucid’s resales, but has discretion over selling shares to Lucid over a 24‑month term. To date, Swarmer has sold 654,734 shares to Lucid for $27.2 million in gross proceeds and may receive up to approximately $181 million in total gross proceeds from Lucid if all 3,000,000 shares are sold at an assumed price of $60.32 per share.
The Lucid facility is subject to a 4.99% Beneficial Ownership Limitation and a 19.99% Nasdaq Exchange Cap unless shareholder approval or pricing conditions are met. As of August 31, 2026, Swarmer had 16,004,739 shares outstanding; if all 3,000,000 registered shares were issued, they would represent about 16.3% of outstanding shares and 26.8% of non‑affiliate shares. The filing also describes a pending acquisition of Ukrainian unmanned ground vehicle maker Ratel Robotics for an estimated $7.2 million in cash, 1,064,942 shares at closing, plus up to $7.2 million and 4,422,125 shares in earn‑outs tied to 2026–2028 revenue and operating income, alongside early‑stage financials showing modest revenue and significant net losses.