Ryan Michael Pratt - May 25, 2023 Form 4 Insider Report for Guerrilla RF, Inc. (GUER)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Corey Martens, Attorney-in-Fact
Stock symbol
GUER
Transactions as of
May 25, 2023
Transactions value $
$215
Form type
4
Date filed
5/30/2023, 10:14 AM
Previous filing
Jan 5, 2023
Next filing
Aug 28, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GUER Common Stock Purchase $215 +43 $4.99 43 May 25, 2023 Held by Spouse
holding GUER Common Stock 886K May 25, 2023 Direct
holding GUER Common Stock 63K May 25, 2023 By Trust F1
holding GUER Common Stock 63K May 25, 2023 By Trust F2
holding GUER Common Stock 63K May 25, 2023 By Trust F3

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 Restricted Stock Unit 767 May 25, 2023 Common Stock 767 Held by Spouse F4, F6, F10
holding GUER Restricted Stock Unit 267 May 25, 2023 Common Stock 267 Held by Spouse F4, F7, F10
holding GUER Restricted Stock Unit 25K May 25, 2023 Common Stock 25K Direct F4, F8, F10
holding GUER Restricted Stock Unit 25K May 25, 2023 Common Stock 25K Direct F4, F5, F10
holding GUER Restricted Stock Unit 4.17K May 25, 2023 Common Stock 4.17K Direct F4, F9, F10
holding GUER Stock Option 1.48K May 25, 2023 Common Stock 1.48K $1.44 Held by Spouse F11
holding GUER Stock Option 640 May 25, 2023 Common Stock 640 $1.92 Held by Spouse F11
holding GUER Stock Option 1.48K May 25, 2023 Common Stock 1.48K $2.22 Held by Spouse F11
holding GUER Stock Option 1.33K May 25, 2023 Common stock 1.33K $3.18 Held by Spouse F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares held of record by the 2021 Irrevocable Trust for Patrick Joseph Pratt u/a dated June 7, 2021, for the benefit of Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities on this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose.
F2 Shares held of record by the 2021 Irrevocable Trust for Rachel Katherin Pratt u/a dated June 7, 2021, for the benefit of Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities on this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose.
F3 Shares held of record by the 2021 Irrevocable Trust for Nikolas Ryan Pratt u/a dated June 7, 2021, for the benefit of Reporting Person's child. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities on this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities for purposes of Section 16 of the Exchange Act or for any other purpose.
F4 Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting of the unit.
F5 The restricted stock units vest as follows: (i) 8,333 on 1/1/2024; (ii) 8,333 on 1/1/2025; and (iii) 8,334 on 1/1/2026, in each case subject to the Reporting Person's continued service through the applicable vesting date.
F6 The restricted stock units vest as follows: (i) 256 on 5/4/2023; (ii) 256 on 5/4/2024; and (iii) 255 on 5/4/2025, in each case subject to the Reporting Person's continued service through the applicable vesting date.
F7 The restricted stock units vest as follows: (i) 89 on 2/21/2023; (ii) 89 on 2/21/2024; and (iii) 89 on 2/21/2025, in each case subject to the Reporting Person's continued service through the applicable vesting date.
F8 The restricted stock units vest as follows: (i) 8,333 on 1/1/2023; (ii) 8,333 on 1/1/2024; and (iii) 8,334 on 1/1/2025, in each case subject to the Reporting Person's continued service through the applicable vesting date.
F9 The restricted stock units vest as follows: (i) 1,389 on 1/1/2023; (ii) 1,389 on 1/1/2024; and (iii) 1,389 on 1/1/2025, in each case subject to the Reporting Person's continued service through the applicable vesting date.
F10 No expiration date.
F11 The shares subject to the option are fully vested and exercisable.

Remarks:

On April 17, 2023, Guerrilla RF, Inc. (the "Company") effected a 1-for-6 reverse stock split of its Common Stock. This Form 4 reflects the beneficial ownership post-stock split, including proportionate adjustments made to the exercise price and the number of shares of Common Stock issuable upon the exercise of outstanding stock options.