Swarmer (SWMR) grants 1.34M RSUs and 400K options to director

Rhea-AI Filing Summary

Swarmer, Inc reported that director, officer and 10% owner Serhii Kupriienko received significant equity awards as part of his employment terms. On March 18, 2026, he was granted 1,341,840 restricted stock units (RSUs) of common stock and a stock option for 400,000 shares with a $5.00 exercise price.

Both the RSUs and the option were granted under a previously approved employment agreement and vest over four years, with 1/48 of each award vesting monthly, contingent on continued service. These are compensation-related grants, not open-market purchases or sales.

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

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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^*

Kupriienko Serhii

(Last) (First) (Middle)

C/O SWARMER, INC

4515 SETON CENTER PKWY #330

(Street)

AUSTIN 78759

(City) (State) (Zip)

(Country)

2. Issuer Name and Ticker or Trading Symbol
Swarmer, Inc [ SWMR ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/18/2026		A		1,341,840(1)	A	$0	1,341,840	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
Stock Option (right to buy)	$5	03/18/2026		A		400,000		(2)	03/18/2036	Common Stock	400,000	$0	400,000	D

Explanation of Responses:

1. The Reporting Person received an award of 1,341,840 restricted stock units ("RSUs") on March 18, 2026 pursuant to the terms and conditions of his Employment Agreement, dated September 22, 2025, as amended by the Amendment to the Employment Agreement, dated February 18, 2026 (the "Employment Agreement"), which was previously approved by the Issuer's board of directors. The RSUs shall vest over a four year period with one-forty-eighth vesting on each monthly anniversary of the grant date, subject to the Reporting Person's continued service through the applicable vesting date.

2. The Reporting Person received this option award on March 18, 2026 pursuant to the terms and conditions of the Employment Agreement, which was previously approved by the Issuer's board of directors. The shares underlying this option vest over a four year period with one-forty-eighth vesting on each monthly anniversary of the grant date, subject to the Reporting Person's continued service through the applicable vesting date.

Remarks:

Chief Executive Officer (Global)

	/s/ Kostantinos Skordalos, Attorney-in-Fact for Serhii Kupriienko	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did Serhii Kupriienko receive from Swarmer (SWMR) in this Form 4?

Serhii Kupriienko received two equity awards: 1,341,840 restricted stock units (RSUs) and a stock option for 400,000 shares at a $5.00 exercise price. Both grants were made as compensation under his employment agreement, not as open‑market transactions.

How do the 1,341,840 RSUs granted to Serhii Kupriienko at Swarmer (SWMR) vest?

The 1,341,840 RSUs vest over four years, with one‑forty‑eighth of the award vesting on each monthly anniversary of the March 18, 2026 grant date. Vesting requires Kupriienko’s continued service with Swarmer through each applicable vesting date.

What are the key terms of Serhii Kupriienko’s 400,000-share stock option at Swarmer (SWMR)?

The stock option covers 400,000 shares at a $5.00 exercise price and expires on March 18, 2036. The underlying shares vest over four years, with one‑forty‑eighth vesting monthly from the grant date, subject to Kupriienko’s continued service.

Is the Swarmer (SWMR) Form 4 for Serhii Kupriienko a market buy or sell of shares?

No, the Form 4 reports compensation grants, not market trades. Kupriienko acquired RSUs and a stock option at no purchase price, issued under his employment agreement and approved by the board, rather than buying or selling shares in the open market.

What agreement governs the equity awards reported for Serhii Kupriienko at Swarmer (SWMR)?

The awards are governed by Kupriienko’s Employment Agreement dated September 22, 2025, as amended February 18, 2026. Swarmer’s board previously approved this agreement, which specifies the RSU and option grants and their four‑year, monthly vesting schedule.