Unusual Machines (UMAC) Director Receives 2,308 Restricted Shares

Rhea-AI Filing Summary

Insider grant and resulting holdings: Director Jeffrey M. Thompson received a grant of 2,308 shares of restricted common stock of Unusual Machines, Inc. (UMAC) on 08/19/2025. The shares were granted under the issuer's 2022 Equity Incentive Plan, are fully vested, and are subject to the company’s standard Restricted Stock Agreement. The grant was approved by the Board and exempt from Section 16(b) under Rule 16b-3. Following the grant, Thompson beneficially owns 337,460 shares. The Form 4 was signed on 08/21/2025.

Positive

• Board-approved grant of restricted common stock, indicating formal corporate governance procedures were followed
• Rule 16b-3 exemption applied, meaning the grant is exempt from short-swing profit recovery requirements
• Shares are fully vested at grant and documented under the issuer's 2022 Equity Incentive Plan

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received 2,308 vested restricted shares; ownership now 337,460 shares, a routine Board-approved equity grant.

The Form 4 documents a board-approved equity award to Director Jeffrey M. Thompson consisting of 2,308 restricted common shares granted on 08/19/2025 at $0, reflecting a compensation or retention-related issuance rather than an open-market purchase or sale. The grant was processed under the 2022 Equity Incentive Plan and exempt from short-swing liability via Rule 16b-3. For investors, this is a disclosed insider compensation event that increases Thompson's beneficial stake to 337,460 shares; it does not, by itself, disclose any change in trading activity or company performance metrics.

Corporate Governance Expert

TL;DR: Governance process followed: Board approval, Rule 16b-3 exemption, and standard restricted stock agreement applied.

The filing clearly states the grant was approved by the issuer's Board and granted under the company’s equity plan, satisfying Rule 16b-3 conditions that exempt the award from Section 16(b) clawback for short-swing profits. The shares are fully vested but subject to the issuer’s Restricted Stock Agreement, indicating standard post-grant contractual terms. This appears to be a routine director compensation action with proper disclosure and signature on 08/21/2025.

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).

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^*

Thompson Jeffrey M

(Last) (First) (Middle)

4677 L B MCLEOD ROAD, SUITE J

(Street)

ORLANDO FL 32811

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Unusual Machines, Inc. [ UMAC ]

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)
08/19/2025

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(1)	08/19/2025		A		2,308	A	$0	337,460	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

Explanation of Responses:

1. The grant of the Issuer's restricted common stock was exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Issuer's Board of Directors. The shares of restricted common stock are fully vested and subject to execution of the Issuer's standard Restricted Stock Agreement. The shares of restricted common stock were granted under the Issuer's 2022 Equity Incentive Plan, as amended.

	/s/ Jeffrey Thompson	08/21/2025
	** 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 insider transaction was reported for UMAC on this Form 4?

Director Jeffrey M. Thompson was granted 2,308 shares of restricted common stock on 08/19/2025, reported on the Form 4 signed 08/21/2025.

How many UMAC shares does the reporting person own after the transaction?

Following the reported grant, Jeffrey M. Thompson beneficially owns 337,460 shares of UMAC common stock.

Was the grant subject to any exemption under Section 16 rules for UMAC?

Yes. The grant was exempt from Section 16(b) under Rule 16b-3 because it was approved by the Issuer's Board of Directors.

Under which plan were the UMAC shares granted?

The shares were granted under the Issuer's 2022 Equity Incentive Plan, as amended.

Were the granted UMAC shares vested or unvested at issuance?

The Form 4 states the shares are fully vested and subject to the company's standard Restricted Stock Agreement.