Mark Alan Mason - Oct 22, 2021 Form 3 Insider Report for Guerrilla RF, Inc. (GUER)

Role
Chief Operating Officer
Signature
/s/ Joe Newlon, Attorney-in-Fact
Stock symbol
GUER
Transactions as of
Oct 22, 2021
Transactions value $
$0
Form type
3
Date filed
11/22/2021, 06:34 PM
Next filing
Apr 12, 2022

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
holding GUER Stock Option Oct 22, 2021 Common Stock 148K $0.37 Direct F1, F2
holding GUER Stock Option Oct 22, 2021 Common Stock 10.6K $0.53 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On October 22, 2021, the Issuer's wholly-owned subsidiary, Guerrilla RF Acquisition Co. ("Acquisition Sub"), merged with and into Guerrilla RF, Inc., a privately held Delaware corporation ("Guerrilla RF"). Pursuant to this transaction (the "Merger"), Guerrilla RF was the surviving corporation and became the Issuer's wholly owned subsidiary, and all of the outstanding stock of Guerrilla RF was converted into shares of the Issuer's common stock. All of Guerrilla RF's outstanding options were assumed by the Issuer. As a result of the Merger, each of Guerrilla RF's shares of capital stock issued and outstanding immediately prior to the closing of the Merger was converted into the right to receive approximately 2.95 shares of the Issuer's common stock. Following the consummation of the Merger, Guerrilla RF changed its name to "Guerrilla RF Operating Corporation", and the Issuer changed its name to "Guerrilla RF, Inc."
F2 The Reporting Person was granted 147,707 options of which 73,854 options have vested. The remaining options shall vest in two equal installments on July 22, 2022 and July 22, 2023, subject to the Reporting Person's continued service as of each such vesting date.
F3 The Reporting Person was granted 10,635 options of which 3,545 options have vested. The remaining options shall vest in two equal installments on July 22, 2022 and July 22, 2023, subject to the Reporting Person's continued service as of each such vesting date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney