[Form 4] GBank Financial Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

GBank Financial Holdings (GBFH) Executive Chairman and Director Edward M. Nigro reported insider purchases on 11/07/2025. Through 2000 Universal Holdings LLC, he executed four buys of common stock, 200 shares each, at prices of $33.9871, $34.00, $34.10, and $34.17.

Following these trades, 2000 Universal Holdings LLC held 16,700 shares. The filing also lists beneficial ownership in other accounts and entities: 122,142 shares direct, 259,156 via a revocable trust, 80,000 and 83,500 in 401(k) plans, and 623,869 via 1990 Sovereign Holdings LLC.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

NIGRO EDWARD MICHAEL

(Last) (First) (Middle)

9115 WEST RUSSELL ROAD

SUITE 110

(Street)

LAS VEGAS NV 89148

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GBank Financial Holdings Inc. [ GBFH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
11/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								122,142(1)	D
Common Stock								259,156(2)	I	By revocable grantor trust
Common Stock								80,000	I	By GBank 401K PSP & Trust FBO Edward Nigro
Common Stock								83,500	I	By GBank ROTH 401K PSP & Trust FBO Edward Nigro
Common Stock								623,869	I	By 1990 Soverign Holdings LLC(3)
Common Stock	11/07/2025		P		200	A	$34.17	16,100	I	By 2000 Universal Holdings LLC(4)
Common Stock	11/07/2025		P		200	A	$33.9871	16,300	I	By 2000 Universal Holdings LLC(4)
Common Stock	11/07/2025		P		200	A	$34	16,500	I	By 2000 Universal Holdings LLC(4)
Common Stock	11/07/2025		P		200	A	$34.1	16,700	I	By 2000 Universal Holdings LLC(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

NIGRO EDWARD MICHAEL

(Last) (First) (Middle)

9115 WEST RUSSELL ROAD

SUITE 110

(Street)

LAS VEGAS NV 89148

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

1. Name and Address of Reporting Person^*

1990 Sovereign Holdings LLC

(Last) (First) (Middle)

9115 W. RUSSELL ROAD

(Street)

LAS VEGAS NV 89148

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Manager

1. Name and Address of Reporting Person^*

2000 Universal Holdings LLC

(Last) (First) (Middle)

9115 W. RUSSELL ROAD

(Street)

LAS VEGAS NV 89148

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Manager

Explanation of Responses:

1. Balance has been updated to reflect 17,567 shares of vested restricted stock and 35,133 shares of unvested restricted stock previously reported in Table II of the filer's Form 3.

2. Balance has been updated to reflect 1,140 shares of vested restricted stock and 2,440 shares of unvested restricted stock previously reported in Table II of the filer's Form 3.

3. Shares are owned by the 1990 Sovereign Holdings, LLC, a Nevada limited liability company of which the Reporting Person is a manager. The Reporting Person disclaims beneficial ownership of the securities owned by this entity except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

4. Shares are owned by 2000 Universal Holdings, LLC, a Nevada limited liabiity company of which the Reporting Person is a manager. The Reporting Person disclaims beneficial ownership of the securities owned by this entity except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

	/s/ Edward M. Nigro	11/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did GBFH's Edward M. Nigro report in this Form 4?

He reported insider purchases of common stock on 11/07/2025 via 2000 Universal Holdings LLC, in four trades of 200 shares each.

What were the purchase prices disclosed for GBFH shares?

The four trades were reported at $33.9871, $34.00, $34.10, and $34.17.

How many GBFH shares does 2000 Universal Holdings LLC hold after the trades?

The filing shows 16,700 shares beneficially owned by 2000 Universal Holdings LLC following the reported transactions.

What other GBFH share holdings are disclosed for Edward M. Nigro?

Direct: 122,142; Revocable trust: 259,156; 401(k) plans: 80,000 and 83,500; 1990 Sovereign Holdings LLC: 623,869.

What is Edward M. Nigro’s role at GBank Financial Holdings (GBFH)?

He is listed as Executive Chairman and a Director.

Was this a joint filing?

The form indicates it was filed by more than one reporting person.