Harper Gordon 4

What Happened

• Harper Gordon, Chief Financial Officer of Armour Residential REIT (ARR), converted 4,000 vested phantom stock units on February 24, 2026. Of those units, 2,511 were converted into 2,511 shares of ARMOUR common stock (acquired at a $0 exercise price as these were phantom units) and the remaining 1,489 units were converted into cash to cover income taxes. The 1,489 shares used for tax withholding were valued/disposed at $17.89 per share, generating $26,638 in cash to pay taxes.

Key Details

• Transaction date: February 24, 2026; Form 4 filed Feb 26, 2026 (timely).
• Conversion details: 4,000 phantom units converted; 2,511 shares issued to Gordon; 1,489 units cashed out (tax withholding).
• Withholding amount: 1,489 shares × $17.89 = $26,638 (reported as a disposition to cover tax liability).
• Exercise/Conversion price: $0 per unit (phantom stock units are economic equivalents of common shares).
• Footnotes: The 4,000 units related to multiple prior phantom stock grants/vesting schedules reported in earlier Form 4s; each phantom unit equals one share of ARMOUR common stock.
• Shares owned after transaction: not specified in this filing.

Context

• This was a conversion of vested phantom stock (an award), not an open-market purchase or voluntary sale. Converting phantom units and withholding some to cover taxes is a routine administrative step and does not necessarily signal a change in the insider’s view of the company.
• For retail investors: award conversions and tax-withholding dispositions are common and generally less informative than outright purchases by insiders, which are often seen as stronger signals of confidence.