Todd B. Hammer of Guerrilla RF (GUER) granted 15,625 stock options, holds large indirect stakes

Rhea-AI Filing Summary

Guerrilla RF director and 10% owner Todd B. Hammer reported a stock option grant for 15,625 shares of Common Stock at an exercise price of $3.05 per share. These options were awarded as compensation on May 15, 2026 and expire on May 15, 2036.

The filing also lists indirect positions held through NR-PRL Partners, LP and its general partner, including Common Stock purchase warrants and Series A Convertible Preferred Stock that are convertible into 2,885,246 and 7,213,115 shares of Common Stock, respectively. Hammer disclaims beneficial ownership of these indirect securities except to the extent of his pecuniary interest.

Insights

Equity compensation analyst

Routine option grant; large indirect derivative exposure remains.

The filing shows Todd B. Hammer receiving a grant of 15,625 stock options with a $3.05 exercise price expiring on May 15, 2036. Code A indicates a compensation-related award rather than an open-market purchase or sale.

Hammer is also associated with substantial indirect positions via NR-PRL Partners, LP, including warrants and Series A preferred convertible into 2,885,246 and 7,213,115 Common shares. A footnote clarifies he disclaims beneficial ownership beyond his pecuniary interest, so these are entity-level holdings.

Because there are no open-market buys or sells and the net buy/sell direction is neutral, this appears to be a standard equity incentive update combined with a restatement of existing derivative holdings. The economic impact will depend on future exercises or conversions, which are not specified here.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider HAMMER TODD B

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option	15,625	$0.00	--
holding	Series A Convertible Preferred Stock	--	--	--
holding	Common Stock Purchase Warrants	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Option — 15,625 shares (Direct, null); Series A Convertible Preferred Stock — 7,213,115 shares (Indirect, See Footnotes.); Common Stock Purchase Warrants — 2,885,246 shares (Indirect, See Footnotes.); Common Stock — 16,667 shares (Direct, null)

Footnotes (1)

1. The securities do not have any expiration date. The reported securities are directly held by NR-PRL Partners, LP, and may be deemed to be indirectly beneficially owned by NR-PRL Partners GP, LLC as the general partner of NR-PRL Partners, LP. The securities may also be deemed to be indirectly beneficially owned by the Reporting Person as a member of NR-PRL Partners GP, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission of beneficial ownership of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Key Figures

Stock options granted: 15,625 options Option exercise price: $3.05 per share Option expiration: May 15, 2036 +4 more

7 metrics

Stock options granted 15,625 options Grant on May 15, 2026 to Todd B. Hammer

Option exercise price $3.05 per share Stock option grant exercise price

Option expiration May 15, 2036 Expiration date of granted stock options

Warrant underlying shares 2,885,246 shares Common Stock underlying indirect warrants

Series A underlying shares 7,213,115 shares Common Stock underlying Series A Convertible Preferred

Series A conversion price $327.87 Conversion price for Series A Convertible Preferred

Common stock held directly 16,667 shares Direct Common Stock holdings after reported transactions

Key Terms

Common Stock Purchase Warrants, Series A Convertible Preferred Stock, pecuniary interest, beneficial ownership, +1 more

5 terms

Common Stock Purchase Warrants financial

"The reported securities are directly held by NR-PRL Partners, LP, including Common Stock Purchase Warrants..."

Common stock purchase warrants are tradable instruments that give the holder the right to buy a company’s common shares at a set price before a specified date, like a coupon that lets you purchase stock later at a fixed rate. They matter to investors because they offer a way to gain future upside if the stock rises, but when exercised they increase the number of shares outstanding and can reduce existing shareholders’ ownership and earnings per share.

Series A Convertible Preferred Stock financial

"The reported securities include Series A Convertible Preferred Stock convertible into Common Stock..."

Series A convertible preferred stock is a class of shares sold in an early funding round that gives investors a mix of protection and upside: it pays a priority claim over common shares if the company is sold or closes, but can be converted into ordinary shares to share in future growth. Think of it like a hybrid between a safer stake and a ticket to ownership; it matters to investors because it affects who controls the company, how future gains are split, and how much their investment is protected from downside.

pecuniary interest financial

"The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein..."

beneficial ownership financial

"This report shall not be deemed an admission of beneficial ownership of the securities for purposes of Section 16..."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

stock option financial

"The filing reports a stock option grant covering 15,625 shares of Common Stock..."

A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.

Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

HAMMER TODD B

(Last) (First) (Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON MASSACHUSETTS 02116

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Guerrilla RF, Inc. [ GUER ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

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

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								16,667	D

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
Series A Convertible Preferred Stock	$327.87							08/05/2024	(1)	Common Stock	7,213,115		7,213,115	I(2)	See Footnotes.(2)(3)
Common Stock Purchase Warrants	$3.05							08/05/2024	02/05/2030	Common Stock	2,885,246		2,885,246	I(2)	See Footnotes.(2)(3)
Stock Option	$3.05	05/15/2026		A		15,625		05/15/2026	05/15/2036	Common Stock	15,625	$0	15,625	D

Explanation of Responses:

1. The securities do not have any expiration date.

2. The reported securities are directly held by NR-PRL Partners, LP, and may be deemed to be indirectly beneficially owned by NR-PRL Partners GP, LLC as the general partner of NR-PRL Partners, LP. The securities may also be deemed to be indirectly beneficially owned by the Reporting Person as a member of NR-PRL Partners GP, LLC.

3. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission of beneficial ownership of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	/s/ Todd Hammer	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Todd B. Hammer report in this Guerrilla RF (GUER) Form 4 filing?

Todd B. Hammer reported receiving a grant of 15,625 stock options for Guerrilla RF Common Stock at a $3.05 exercise price. The filing also updates his indirect interests in warrants and Series A Convertible Preferred Stock linked to additional Common shares.

Is the Todd B. Hammer Form 4 for GUER a buy or sell of common shares?

The Form 4 does not show any open-market buys or sells of Guerrilla RF Common Stock. It reports a compensation-related stock option award and lists existing direct and indirect holdings, including warrants and convertible preferred stock tied to Common shares.

How many stock options did Todd B. Hammer receive from Guerrilla RF (GUER)?

Todd B. Hammer received 15,625 stock options for Guerrilla RF Common Stock. These options have a $3.05 per share exercise price and expire on May 15, 2036, reflecting a standard equity incentive grant rather than a market transaction in existing shares.

What indirect positions related to GUER does Todd B. Hammer report through NR-PRL Partners?

The filing shows NR-PRL Partners, LP holds warrants and Series A Convertible Preferred Stock convertible into 2,885,246 and 7,213,115 Guerrilla RF Common shares. These may be deemed indirectly beneficially owned, but Hammer disclaims ownership beyond his pecuniary interest.

Do the Series A Convertible Preferred shares in the GUER filing have an expiration date?

A footnote states the reported securities do not have any expiration date. This applies to the Series A Convertible Preferred Stock that is convertible into 7,213,115 Guerrilla RF Common shares, distinguishing it from typical options or warrants with fixed expirations.

What is the overall trading direction in this Guerrilla RF (GUER) Form 4?

The Form 4 reflects a neutral trading direction, with one acquisition of stock options and no reported open-market buys or sells. The transaction summary shows net buy/sell shares of zero, emphasizing that this filing is primarily an equity award and holdings disclosure.