Guerrilla RF (GUER) investor Lytton discloses 1.10M-share, 9.99% ownership position

Rhea-AI Filing Summary

Guerrilla RF, Inc. has a significant shareholder disclosure from Laurence W. Lytton in an amended Schedule 13G. Lytton reports beneficial ownership of 1,096,690 shares of Common Stock, representing 9.99% of the class, based on 10,643,247 shares outstanding as of May 12, 2026.

The position includes 762,054 shares of Common Stock and warrants to purchase 400,000 shares, which are subject to a 9.99% beneficial ownership limitation. Lytton has sole voting and dispositive power over 672,456 shares and shared voting and dispositive power over 424,234 shares, indicating both individually and jointly controlled holdings.

Key Figures

Beneficially owned shares: 1,096,690 shares Percent of class: 9.99% Sole voting/dispositive power: 672,456 shares +4 more

7 metrics

Beneficially owned shares 1,096,690 shares Amount beneficially owned by Laurence W. Lytton

Percent of class 9.99% Percentage of Guerrilla RF Common Stock class owned by Lytton

Sole voting/dispositive power 672,456 shares Shares over which Lytton has sole voting and dispositive power

Shared voting/dispositive power 424,234 shares Shares over which Lytton has shared voting and dispositive power

Common Stock held 762,054 shares Common Stock beneficially owned by Lytton

Warrants held 400,000 shares Warrants to purchase additional Common Stock, subject to 9.99% cap

Shares outstanding 10,643,247 shares Guerrilla RF Common Stock outstanding as of May 12, 2026

Key Terms

beneficial ownership limitation, sole voting power, shared dispositive power

3 terms

beneficial ownership limitation regulatory

"warrants to purchase another 400,000 shares of Common Stock subject to a 9.99% beneficial ownership limitation"

A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.

sole voting power financial

"Sole Voting Power 672,456.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

shared dispositive power financial

"Shared Dispositive Power 424,234.00"

FAQ

What percentage of Guerrilla RF (GUER) does Laurence W. Lytton report owning?

Laurence W. Lytton reports beneficial ownership of 9.99% of Guerrilla RF’s Common Stock. This is based on 10,643,247 shares outstanding as of May 12, 2026, as reported by the company for the quarter ended March 31, 2026.

How many Guerrilla RF (GUER) shares does Laurence W. Lytton beneficially own?

Laurence W. Lytton beneficially owns 1,096,690 shares of Guerrilla RF Common Stock. This total includes shares held directly or indirectly over which he has sole or shared voting and dispositive powers, as detailed in the ownership table.

What is the breakdown of sole and shared voting power for GUER held by Laurence W. Lytton?

Lytton has sole voting power over 672,456 shares and shared voting power over 424,234 shares of Guerrilla RF Common Stock. The same share amounts apply to his sole and shared dispositive power over the securities.

What securities make up Laurence W. Lytton’s reported stake in Guerrilla RF (GUER)?

Lytton’s beneficial ownership consists of 762,054 shares of Common Stock and warrants to purchase 400,000 additional shares. These warrants are subject to a 9.99% beneficial ownership limitation that constrains how many shares can be counted at any time.

What is the beneficial ownership limitation mentioned for Guerrilla RF (GUER) warrants?

The disclosure states Lytton’s warrants to purchase 400,000 shares of Common Stock are subject to a 9.99% beneficial ownership limitation. This cap restricts his ownership from exceeding 9.99% when considering warrant exercises.

On what share count is Laurence W. Lytton’s 9.99% GUER ownership based?

The 9.99% ownership figure is based on 10,643,247 shares of Common Stock outstanding as of May 12, 2026. That outstanding share count comes from Guerrilla RF’s Form 10-Q for the quarter ended March 31, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/13/2026 - 02:01 PM Accepted by SEC EDGAR 08/13/2026 - 02:00 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

GUERRILLA RF, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

40162G203

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 40162G203

1

Names of Reporting Persons

Lytton, Laurence W.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 672,456.00
6	Shared Voting Power 424,234.00
7	Sole Dispositive Power 672,456.00
8	Shared Dispositive Power 424,234.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,096,690.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.99 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: The reporting person beneficially owns 762,054 shares of Common Stock and warrants to purchase another 400,000 shares of Common Stock subject to a 9.99% beneficial ownership limitation. The percentages reported in this Schedule 13G are based on 10,643,247 shares of Common Stock outstanding as of May 12, 2026, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: GUERRILLA RF, INC.
(b)	Address of issuer's principal executive offices: 2000 Pisgah Church Road, Greensboro, North Carolina 27455
Item 2.
(a)	Name of person filing: Laurence W. Lytton
(b)	Address or principal business office or, if none, residence: 467 Central Park West New York, NY 10025
(c)	Citizenship: United States
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 40162G203
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 1,096,690
(b)	Percent of class: 9.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 672,456
	(ii) Shared power to vote or to direct the vote: 424,234
	(iii) Sole power to dispose or to direct the disposition of: 672,456
	(iv) Shared power to dispose or to direct the disposition of: 424,234
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Lytton, Laurence W.

Signature:	/s/ Laurence W. Lytton
Name/Title:	Reporting Person
Date:	08/13/2026