ULM SCOTT 4
4 · Armour Residential REIT, Inc. · Filed May 26, 2026
Research Summary
AI-generated summary of this filing
Armour (ARR) CEO Scott Ulm Converts Phantom Stock, Sells for Taxes
What Happened
Scott Ulm, CEO and director of Armour Residential REIT (ARR), converted vested phantom stock on May 21, 2026. He converted 2,028 phantom stock units into 2,028 shares of Armour common stock and elected to convert the remaining 1,352 vested phantom units into cash to cover tax withholding. The cash conversion resulted in the disposal of 1,352 shares at $16.47 per share for proceeds of $22,267 (used for taxes). The conversions relate to previously reported phantom stock grants that vest over multi-year schedules.
Key Details
- Transaction date: May 21, 2026; Form 4 filed May 26, 2026 (appears later than the 2-business-day reporting window).
- Conversions: 3,380 vested phantom units in total: 2,028 converted into common shares, 1,352 converted to cash to cover taxes.
- Cash amount from tax-withholding conversion: 1,352 units × $16.47 = $22,267.
- Price reported for the conversion into stock is $0.00 (conversion of phantom units, not a cash purchase).
- Footnotes: F1 explains the split conversion and that the units stem from earlier phantom stock grants (reported in 2021 and 2023); F2 notes each phantom unit equals one share of common stock.
- Shares owned after the transaction: not specified in the filing.
Context
This was a routine conversion of phantom stock with partial cash settlement to satisfy tax withholding—commonly used by companies to cover income tax on vested awards. The cash conversion (tax withholding) is not an open-market sale signaling sentiment; the primary change was issuance of 2,028 common shares to the CEO.
Insider Transaction Report
- Exercise/Conversion
Common Stock, par value $0.001 per share
[F1]2026-05-21+3,380→ 78,210 total - Tax Payment
Common Stock, par value $0.001 per share
[F1]2026-05-21$16.47/sh−1,352$22,267→ 76,858 total - Exercise/Conversion
Phantom Stock
[F2][F1]2026-05-21−3,380→ 33,490 total→ Common Stock (3,380 underlying)
Footnotes (2)
- [F1]On May 21, 2026, the reporting person elected to convert 2,028 of the 3,380 shares of vested phantom stock into 2,028 shares of ARMOUR common stock. The reporting person elected to convert the remaining 1,352 shares of vested phantom stock into cash solely to pay income taxes on the vested stock. The 3,380 shares are part of, and relate to phantom stock vesting over a six-and-a-half year period, which was reported on a Form 4 report filed by the reporting person on January 14, 2021 and phantom stock vesting over a seven-year period, which was reported on a Form 4 report filed by the reporting person on February 16, 2023.
- [F2]Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock.