SEC Form 3 · accession 0001104659-26-110959
Swarmer, Inc · SWMR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mykhailo Nestor
Officer — See Remarks
Period of report
Sep 22, 2026
Accepted (ET)
Sep 25, 2026 · 4:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0002092574
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F6 | holding | — | — | — | 70,000 | D | ||
| Common StockF2,F6 | holding | — | — | — | 25,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3,F6 | $3.33 | holding | — | — | — | — | Dec 29, 2035 | Common Stock | 141,098 | — | D |
| Stock Option (right to buy)F4,F6 | $25.11 | holding | — | — | — | — | Sep 16, 2036 | Common Stock | 45,000 | — | D |
| Stock Option (right to buy)F5,F6 | $25.11 | holding | — | — | — | — | Sep 16, 2036 | Common Stock | 25,000 | — | D |
Explanation of responses
- F1Consists of restricted stock units ("RSUs"). Each RSU represents the right to receive one share of common stock upon vesting. The RSUs vest in monthly installments of 1/48th of the total shares on each monthly anniversary of August 1, 2026 over a four year period, subject to the Reporting Person's continued service through the applicable vesting date. Additionally, vesting of the RSUs may be accelerated upon the achievement of certain performance milestones, subject to the Reporting Person's continued service through each milestone. The milestone acceleration operates solely to accelerate time-based vesting and does not create a separate performance-vesting tranche.
- F2Consists of RSUs. Each RSU represents the right to receive one share of common stock upon vesting. The RSUs vest in monthly installments of 1/36th of the total shares on each monthly anniversary of August 1, 2027 over a three-year period, subject to the Reporting Person's continued service through the applicable vesting date.
- F3The shares underlying this option vest over a four-year period with 1/48th vesting on each monthly anniversary of December 29, 2025, subject to the Reporting Person's continued service through the applicable vesting date.
- F4The shares underlying this option vest over a four-year period with 1/48th vesting on each monthly anniversary of August 1, 2026, subject to the Reporting Person's continued service through the applicable vesting date. Additionally, vesting of the shares underlying the options may be accelerated upon the achievement of certain performance milestones, subject to the Reporting Person's continued service through each milestone. The milestone acceleration operates solely to accelerate time-based vesting and does not create a separate performance-vesting tranche.
- F5The shares underlying this option vest over a three-year period with 1/36th vesting on each monthly anniversary of August 1, 2027, subject to the Reporting Person's continued service through the applicable vesting date.
- F6All grants reported herein are subject to acceleration of vesting upon certain terminations of service or a change of control, as described in the respective grant agreements.
Remarks
Chief Product & Technology Officer. Exhibit 24.1 - Power of Attorney