Form 4: Armour REIT Co-CIO Converts Phantom Stock, Boosts Holdings

Armour Residential REIT's Co-Chief Investment Officer, Sergey Losyev, converted vested phantom stock into common shares and cash for tax obligations.

Summary

• Sergey Losyev, Co-Chief Investment Officer of Armour Residential REIT, Inc., executed a series of transactions on November 21, 2025, involving the conversion of vested phantom stock.
• Losyev acquired 1,500 shares of Armour Residential REIT common stock through the conversion of phantom stock units.
• Concurrently, 285 shares of common stock were disposed of at a price of $16.31 per share to cover income tax liabilities associated with the vesting.
• Following these transactions, Losyev's direct beneficial ownership of common stock stands at 3,720.539 shares.
• Losyev also beneficially owns 25,500 units of phantom stock after the conversion.
• The common stock holdings include 60.539 shares held in a self-directed rollover IRA account, with 7.695 of these shares acquired through dividend reinvestment.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged trading plan.

Sentiment

Score: 5

Explanation: The sentiment is neutral as this is a routine insider transaction involving the vesting of phantom stock and a subsequent sale to cover tax obligations. The net increase in common stock ownership is a minor positive, but the overall event is standard for executive compensation.

Positives

• Co-Chief Investment Officer Sergey Losyev increased his direct beneficial ownership of common stock by a net of 1,215 shares (1,500 acquired minus 285 disposed for tax) through the conversion of phantom stock, aligning his interests further with shareholders.
• The transaction was executed under a Rule 10b5-1(c) plan, which demonstrates a pre-scheduled and transparent approach to insider trading.

Negatives

• A portion of the vested phantom stock, equivalent to 285 common shares, was sold for cash at $16.31 per share to cover income tax liabilities, resulting in a reduction of the total common stock acquired from the conversion.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This insider transaction is a routine event related to executive compensation and vesting schedules within the REIT industry. It reflects an individual executive's stock activity rather than a broader industry trend or competitive action.

Stakeholder Impact

• Shareholders: The net increase in common stock ownership by a key executive may be viewed as a positive signal of management's alignment with shareholder interests, although a portion was sold for tax purposes.

Key Dates

Keywords

Armour Residential REIT, ARR, Insider Trading, Form 4, Phantom Stock, Common Stock, Beneficial Ownership, Executive Compensation, REIT