Guerrilla RF (GUER) 10% Owner Thomas B. Ellis Receives 14,164-Share Award

What Happened

• Thomas B. Ellis, reported as a 10% owner of Guerrilla RF (GUER), was granted a derivative award on August 14, 2026 for 14,164 shares (transaction code A). The award/option has a $0 exercise price, so no cash was paid by the reporting person. The filing treats the instrument as a derivative security rather than an open-market purchase or sale.

Key Details

• Transaction date: 2026-08-14; Filing date (Form 4): 2026-08-18 (timely—filed within two business days).
• Instrument: Derivative award/option for 14,164 shares, $0 exercise price; reported as immediately exercisable but subject to issuer repurchase rights for unvested shares.
• Vesting: Vests on the earlier of (i) the first anniversary of the grant date or (ii) the issuer's next annual meeting of stockholders (currently expected June 9, 2027), subject to continued service.
• No expiration date for the securities (Footnote F1).
• Ownership/beneficial-interest notes: Securities are directly held by NR-PRL Partners, LP and may be indirectly beneficially owned by NR-PRL Partners GP, LLC and the reporting person as a member of that GP (Footnote F2). The reporting person disclaims beneficial ownership except to the extent of pecuniary interest (Footnote F3).
• Shares owned after the transaction: Not specified in the filing.

Context

• This was a grant/award of a derivative instrument (not an open-market purchase). Although immediately exercisable, a repurchase right applies to shares issued on exercise prior to vesting—meaning full, unrestricted ownership may be delayed until vesting conditions are met.
• As a 10% owner with holdings held through an investment entity (NR-PRL Partners), this transaction appears institutional in nature rather than executive compensation or a routine open-market purchase by a company insider.