Scott Ulm - May 24, 2021 Form 4 Insider Report for Armour Residential REIT, Inc. (ARR)

Role: Co-CEO, Director
Signature: /s/ Scott J. Ulm
Stock symbol: ARR
Transactions as of: May 24, 2021
Transactions value $: -$88,918
Form type: 4
Date filed: 5/26/2021, 09:49 PM
Next filing: Aug 26, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ARR	Common Stock, par value $0.001 per share	Options Exercise	$0	+18.5K	+13.2%	$0.00	159K	May 24, 2021	Direct	F1
transaction	ARR	Common Stock, par value $0.001 per share	Disposed to Issuer	-$88.9K	-7.42K	-4.66%	$11.99	152K	May 24, 2021	Direct	F1
holding	ARR	Common Stock, par value $0.001 per share						80K	May 24, 2021	By ARMOUR Capital Management LP	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ARR	Phantom Stock	Options Exercise	$0	-18.5K	-6.31%	$0.00	275K	May 24, 2021	Common Stock	18.5K		Direct	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On May 24, 2021, the reporting person elected to convert 11,124 shares out of 18,540 shares of vested phantom stock into 11,124 shares of ARMOUR common stock. The person elected to convert the remaining 7,416 shares of vested phantom stock into cash solely to pay income taxes on the vested stock. The 18,540 shares are part of, and relate to, phantom stock vesting over five-year periods, which was reported on Form 4 reports filed by the reporting person on November 22, 2017 and January 16, 2020, phantom stock vesting over a two-and-a-half year period, which was reported on a Form 4 report filed by the reporting person on May 19, 2020, and 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.
F2	The reported shares were purchased and are owned directly by ARMOUR Capital Management LP ("ACM"), a limited partnership that is the external manager of the issuer. The shares have been reported in the aggregate for both Mr. Ulm herein and Mr. Jeffrey Zimmer, a Co-CEO of the issuer, in a separate Form 4 report. Mr. Ulm is the sole controlling member of Stacumny LLC, which is one of the general partners of ACM, along with an entity controlled by Mr. Zimmer. Mr. Ulm disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F3	Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock.