Statement of Changes in Beneficial Ownership (4)
August 26 2021 - 3:36PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
GRUBER MARK |
2. Issuer Name and Ticker or Trading Symbol
Armour Residential REIT, Inc.
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ARR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CIO |
(Last)
(First)
(Middle)
3001 OCEAN DRIVE, SUITE 201 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/24/2021 |
(Street)
VERO BEACH, FL 32963
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.001 per share | 8/24/2021 | | M | | 4050 (1) | A | $0 | 69756 | D | |
Common Stock, par value $0.001 per share | 8/24/2021 | | D | | 1039 (1) | D | $10.50 | 68717 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Phantom Stock | (2) | 8/24/2021 | | M | | | 4050 (1) | (1) | (1) | Common Stock | 4050.0 | $0 | 45850 (1) | D | |
Explanation of Responses: |
(1) | On August 24, 2021, the reporting person elected to convert 3,011 shares out of 4,050 shares of vested phantom stock into 3,011 shares of ARMOUR common stock. The person elected to convert the remaining 1,039 shares of vested phantom stock into cash solely to pay income taxes on the vested stock. The 4,050 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, February 25, 2020, and January 14, 2021; phantom stock vesting over a three-year period, which was reported on a Form 4 report filed by the reporting person on May 27, 2020; and phantom stock vesting over an approximately four-year period, which was reported on a Form 4 filed by the reporting person on August 26, 2020. |
(2) | Each unit of phantom stock is the economic equivalent of one share of ARMOUR common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
GRUBER MARK 3001 OCEAN DRIVE SUITE 201 VERO BEACH, FL 32963 |
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| CIO |
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Signatures
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/s/ Mark Gruber | | 8/26/2021 |
**Signature of Reporting Person | Date |
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