STOCK TITAN

Swarmer director sells 23,885 shares via fund

Director-associated fund distributed Swarmer, Inc shares to its limited partners and sold additional shares to fund cash elections, reducing the director’s beneficial ownership.

(High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

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.

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Insider Zeefe Justin Matthew
Role Director
Sold 23,885 shs ($576K)
Type Security Shares Price Value
Sale Common Stock F3 23,885 $24.1237 $576K
Other Common Stock F1, F2 223,599 $0.00 $0.00
Holdings After Transaction: Common Stock — 252,443 shares (Indirect, By Green Flag Fund I, L.P.)
Footnotes (3)
  1. F1. Pro rata distribution by Green Flag Fund I, L.P. ("Green Flag Fund"). The Reporting Person is the managing member of Green Flag Fund I GP, LLC, the general partner of Green Flag Fund, and may be deemed to share voting and dispositive power over the shares held by Green Flag Fund.
  2. F2. On September 15, 2026, Green Flag Fund made a distribution of 223,599 shares of common stock to the limited partners of Green Flag Fund on a pro rata basis in accordance with the terms of its Limited Partnership Agreement. The shares were distributed to those limited partners who did not elect to receive cash in lieu of securities. The disposition reflects the Reporting Person's reduction in beneficial ownership resulting from such distribution.
  3. F3. On September 16, 2026, Green Flag Fund sold 23,885 shares of common stock to fund cash payments to certain limited partners of Green Flag Fund who elected to receive cash in lieu of securities in connection with the distribution described in Footnote 2 above. The weighted average sale price was $24.123656 per share. The cash proceeds will be distributed to the electing limited partners in accordance with the terms of Green Flag Fund's Limited Partnership Agreement.
Shares distributed 223,599 shares Common stock distributed pro rata to Green Flag Fund I, L.P. limited partners on September 15, 2026
Shares sold 23,885 shares Common stock sold by Green Flag Fund I, L.P. on September 16, 2026
Weighted average sale price $24.123656 per share Price for the 23,885-share sale on September 16, 2026
Restructuring-related shares 223,599 shares Shares involved in the other disposition (code J) tied to the pro rata distribution
beneficial ownership financial
"The disposition reflects the Reporting Person's reduction in beneficial ownership"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pro rata distribution financial
"Pro rata distribution by Green Flag Fund I, L.P."
A pro rata distribution is when a company or organization shares out money, assets, or benefits evenly among all eligible people based on their size or share. For example, if a company makes a profit and distributes it to shareholders, each person gets a portion proportional to how many shares they own. It ensures everyone gets their fair part based on their ownership or stake.
limited partners financial
"shares of common stock to the limited partners of Green Flag Fund"
Limited partners are investors who provide most of the capital to an investment partnership but do not run its day-to-day business; they have liability only up to the amount they invested. Think of them as silent backers who hire a manager to make decisions and share in profits or losses; their importance to investors lies in shaping how much money a fund can deploy, the risk and return profile they receive, and the liquidity and fees associated with that investment.
dispositive power financial
"may be deemed to share voting and dispositive power over the shares"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions in SWMR stock did director Justin Matthew Zeefe report?

He reported that Green Flag Fund I, L.P. made a pro rata distribution of 223,599 SWMR shares to its limited partners on September 15, 2026, and sold 23,885 shares on September 16, 2026 to fund cash payments to certain limited partners.

How many SWMR shares were sold and at what price in the latest Form 4?

Green Flag Fund I, L.P. sold 23,885 SWMR shares on September 16, 2026 at a weighted average price of $24.123656 per share, with cash proceeds to be distributed to limited partners who elected cash in lieu of securities.

What was the purpose of the 223,599-share SWMR distribution reported by Green Flag Fund I, L.P.?

On September 15, 2026, Green Flag Fund I, L.P. made a distribution of 223,599 SWMR shares to its limited partners on a pro rata basis, reflecting a reduction in Justin Matthew Zeefe’s beneficial ownership as the shares moved to those partners receiving securities.

Does the SWMR Form 4 indicate trades under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as an affirmative plan, and the footnotes describing the September 15, 2026 distribution and September 16, 2026 sale do not state that these transactions occurred under a Rule 10b5-1 trading plan.

Were the SWMR transactions made directly by Justin Matthew Zeefe or through an entity?

The transactions were reported as indirect, made by Green Flag Fund I, L.P.. Justin Matthew Zeefe is the managing member of the fund’s general partner and may be deemed to share voting and dispositive power over shares held by the fund.

Who receives the cash from the 23,885-share SWMR sale at $24.123656?

According to the filing, the cash proceeds from the 23,885-share sale at a weighted average price of $24.123656 per share will be distributed to limited partners of Green Flag Fund I, L.P. who elected to receive cash instead of securities.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
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*
Zeefe Justin Matthew

(Last)(First)(Middle)
C/O SWARMER, INC
4515 SETON CENTER PKWY #330

(Street)
AUSTIN TEXAS 78759

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Swarmer, Inc [ SWMR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/15/2026J(1)223,599(2)D$0276,328IBy Green Flag Fund I, L.P.
Common Stock09/16/2026S(3)23,885(3)D$24.1237252,443IBy Green Flag Fund I, L.P.
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pro rata distribution by Green Flag Fund I, L.P. ("Green Flag Fund"). The Reporting Person is the managing member of Green Flag Fund I GP, LLC, the general partner of Green Flag Fund, and may be deemed to share voting and dispositive power over the shares held by Green Flag Fund.
2. On September 15, 2026, Green Flag Fund made a distribution of 223,599 shares of common stock to the limited partners of Green Flag Fund on a pro rata basis in accordance with the terms of its Limited Partnership Agreement. The shares were distributed to those limited partners who did not elect to receive cash in lieu of securities. The disposition reflects the Reporting Person's reduction in beneficial ownership resulting from such distribution.
3. On September 16, 2026, Green Flag Fund sold 23,885 shares of common stock to fund cash payments to certain limited partners of Green Flag Fund who elected to receive cash in lieu of securities in connection with the distribution described in Footnote 2 above. The weighted average sale price was $24.123656 per share. The cash proceeds will be distributed to the electing limited partners in accordance with the terms of Green Flag Fund's Limited Partnership Agreement.
/s/ Kostantinos Skordalos, Attorney-in-Fact for Justin Zeefe09/17/2026
** Signature of Reporting PersonDate
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)

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