3,000,000 Shares

Swarmer, Inc

Common Stock

This prospectus relates to the potential offer and sale from time to time by Lucid Capital Markets, LLC and its affiliates identified in this prospectus (collectively, "Lucid" or the "Selling Stockholder") of up to 3,000,000 shares of common stock of Swarmer, Inc ("we," "us," "our," the "Company" or "SWMR"), par value $0.00001 per share (the "common stock"), that may be issued by us to the Selling Stockholder pursuant to that certain common stock purchase agreement, dated as of June 10, 2026, by and between the Company and the Selling Stockholder (the "Purchase Agreement"), establishing a liquidity line ("Lucid Liquidity Line"), pursuant to which we may, in our sole discretion, elect to issue and sell to the Selling Stockholder up to 3,000,000 of our shares of common stock in one or more transactions, from time to time after the date of this prospectus.

We are not selling any securities under this prospectus and will not receive any proceeds from the sale of common stock by the Selling Stockholder pursuant to this prospectus. However, we may receive up to approximately $181 million in aggregate gross proceeds from the Selling Stockholder under the Purchase Agreement in connection with sales of the shares of our common stock we may elect to make pursuant to the Purchase Agreement after the date of this prospectus, based on an assumed offering price of $60.32, the last reported sale price of our common stock on June 9, 2026. See "The Lucid Liquidity Line" for a description of the Purchase Agreement and "Selling Stockholder" for additional information regarding the Selling Stockholder.

Lucid is a registered broker-dealer and Financial Industry Regulatory Authority, Inc. ("FINRA") member, and will act as an executing broker that will effectuate resales of our common stock that may be acquired by Lucid from us pursuant to the Purchase Agreement to the public in this offering. Because Lucid will receive all the net proceeds from such resales of our common stock made to the public through Lucid, Lucid is deemed to have a "conflict of interest" within the meaning of FINRA Rule 5121. Consequently, this offering will be conducted in compliance with the provisions of FINRA Rule 5121. Pursuant to that rule, we have engaged Seaport Global Securities LLC ("Seaport") to act as a "qualified independent underwriter" in this offering and have agreed to pay their fees for such services.