ParkerVision registers 13.34M resale shares

ParkerVision, Inc. is updating a resale prospectus to register 13,342,953 shares of Common Stock for resale by selling stockholders under the Prospectus Supplement dated May 21, 2026.

Rhea-AI Filing Summary

ParkerVision, Inc. is updating a resale prospectus to register 13,342,953 shares of Common Stock for resale by selling stockholders under the Prospectus Supplement dated May 21, 2026. The shares consist of several issuances, including 7,962,722 shares issued under earlier purchase agreements, 3,230,942 shares plus 1,619,289 shares underlying warrants, and 530,000 shares issued for services.

The company states it will not receive proceeds from resale of the registered shares; however, if the Warrants are exercised for cash, the company would receive up to $2,833,756, which it expects to use for general working capital, including payment of litigation expenses. The supplement attaches a Form 8-K that discloses a director resignation on May 15, 2026 and the appointment of a new director on May 19, 2026. The company’s common stock trades on the OTCQB under the symbol PRKR.

Insights

Securities Attorney

Registers 13,342,953 resale shares; issuer receives proceeds only if warrants are exercised.

The Prospectus Supplement registers 13,342,953 shares for resale by selling stockholders and reiterates that the issuer will not receive proceeds from those resales. The filing explicitly states that cash proceeds would be received only to the extent the 1,619,289 warrants are exercised.

Qualifier language such as the resale nature of the registration and the conditional receipt of warrant exercise proceeds governs investor expectations; the supplement also incorporates an Exhibit (Form 8-K) disclosing recent board changes. Timing and final cash flows depend on holder actions and warrant exercise decisions.

Corporate Governance Analyst

Board turnover: resignation and appointment disclosed; compensation and indemnification are standard.

The Form 8-K included in the supplement reports the resignation of Lewis Titterton effective May 15, 2026 and the unanimous appointment of Anthony Bowers on May 19, 2026. The new director joins the Audit and Compensation Committees and will receive the company’s standard non-employee director compensation and an indemnification agreement.

This is a routine governance update; disclosures state no disagreements or related-party transactions and note the press release furnished as Exhibit 99.1. Subsequent filings would show any committee changes or material related-party arrangements if they arise.

Key Figures

Registered shares: 13,342,953 shares Earlier purchase agreement shares: 7,962,722 shares March 29, 2021 issuance: 3,230,942 shares +5 more

8 metrics

Registered shares 13,342,953 shares Prospectus Supplement dated May 21, 2026

Earlier purchase agreement shares 7,962,722 shares issued pursuant to purchase agreements Oct 5–Jan 5

March 29, 2021 issuance 3,230,942 shares issued pursuant to purchase agreements dated March 29, 2021

Warrants underlying shares 1,619,289 shares underlying warrants issued pursuant to purchase agreements dated March 29, 2021

Shares issued for services 530,000 shares issued as payment for services

Potential warrant proceeds $2,833,756 gross proceeds if Warrants exercised for cash

Director resignation date May 15, 2026 Lewis Titterton resigned from the Board

Director appointment date May 19, 2026 Anthony Bowers appointed to the Board

Key Terms

selling stockholders, Warrants, Prospectus Supplement, indemnification agreement

4 terms

selling stockholders regulatory

"permits the resale by the selling stockholders listed in the Prospectus"

Selling stockholders are existing owners of a company's shares who are offering some or all of their holdings for sale, often as part of a public offering or secondary transaction. For investors this matters because such sales increase the number of shares available to buy, can signal how confident current owners are about future prospects, and may put short-term pressure on the stock price similar to more tickets being released for a popular event.

Warrants financial

"1,619,289 shares of Common Stock underlying warrants"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

Prospectus Supplement regulatory

"This Prospectus Supplement relates to the prospectus dated April 26, 2021"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

indemnification agreement legal

"The Company entered into its standard indemnification agreement with Mr. Bowers"

An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

Offering Details

resale/secondary · 13,342,953 shares

Offering

Offering Type resale/secondary

Securities Offered common stock

Offering Amount 13,342,953 shares

Use of Proceeds Company will not receive proceeds from resale; proceeds from exercise of Warrants, if any, expected for general working capital including payment of litigation expenses

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the PRKR prospectus supplement register?

It registers 13,342,953 shares of Common Stock for resale by selling stockholders. The supplement breaks the total into issuances and includes shares issued for services and shares underlying warrants.

Will ParkerVision receive proceeds from the resale of registered shares (PRKR)?

No, the company states it will not receive proceeds from the resale of the registered shares. Only cash proceeds from warrant exercises would flow to the company if exercised.

How much could ParkerVision receive if warrants are exercised?

If the Warrants are exercised for cash, the company could receive up to $2,833,756 in gross proceeds. The company expects to use any proceeds for general working capital and litigation expenses.

What director changes does the Form 8-K attached to the supplement disclose?

The Form 8-K discloses the resignation of Lewis Titterton on May 15, 2026 and the appointment of Anthony Bowers to the Board and to the Audit and Compensation Committees on May 19, 2026.

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

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Accepted by SEC EDGAR 05/21/2026 - 04:19 PM EDT Learn about SEC filing dates

Filed pursuant to Rule 424(b)(3)

Registration No. 333-255217

PROSPECTUS SUPPLEMENT No. 60

(to Prospectus dated April 26, 2021)

PARKERVISION, INC.

13,342,953 Shares of Common Stock

This Prospectus Supplement relates to the prospectus dated April 26, 2021, as amended and supplemented from time to time (the “Prospectus”), which permits the resale by the selling stockholders listed in the Prospectus of up to 13,342,953 shares of our common stock, par value $0.01 per share (“Common Stock”) consisting of (i) an aggregate of 7,962,722 shares of Common Stock issued pursuant to securities purchase agreements dated October 5, 2020, November 17, 2020, December 11, 2020, December 21, 2020 and January 5, 2021, (ii) an aggregate of 3,230,942 shares of Common Stock and 1,619,289 shares of Common Stock underlying warrants (“Warrants”) issued pursuant to securities purchase agreements dated March 29, 2021, (iii) 530,000 shares of Common Stock issued as payment for services.

We will not receive proceeds from the sale of the shares of Common Stock by the selling stockholders. To the extent the Warrants are exercised for cash, we will receive up to an aggregate of $2,833,756 in gross proceeds.  We expect to use the proceeds received from the exercise of the Warrants, if any, for general working capital purposes, including payment of litigation expenses.

This Prospectus Supplement is being filed to update and supplement the information previously included in the Prospectus with the information contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on May 21, 2026.  Accordingly, we have attached the 8-K to this prospectus supplement.  You should read this prospectus supplement together with the prospectus, which is to be delivered with this prospectus supplement.

Any statement contained in the Prospectus shall be deemed to be modified or superseded to the extent that information in this Prospectus Supplement modifies or supersedes such statement.  Any statement that is modified or superseded shall not be deemed to constitute a part of the Prospectus except as modified or superseded by this Prospectus Supplement. 

This Prospectus Supplement should be read in conjunction with, and may not be delivered or utilized without, the Prospectus.

Our Common Stock is listed on the OTCQB Venture Capital Market under the ticker symbol “PRKR.”

Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 6 of the Prospectus for a discussion of information that should be considered in connection with an investment in our securities.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities or determined whether this Prospectus or Prospectus Supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement is May 21, 2026.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 15, 2026

PARKERVISION, INC.

(Exact Name of Registrant as Specified in Charter)

Florida	000-22904	59-2971472
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4446-1A Hendricks Avenue Suite 354, Jacksonville, Florida	32207
(Address of Principal Executive Offices)	(Zip Code)

(904) 732-6100

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
None

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter.

Emerging growth company   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 15, 2026, Mr. Lewis Titterton resigned from the Board of Directors (the “Board”) of ParkerVision, Inc. (the "Company"), and from the Audit and Compensation Committees on which he served.  Mr. Titterton’s resignation was due to retirement and not due to any disagreement with the Company or any matter relating to the Company's operations, policies or practices. 

On May 19, 2026, the Board unanimously appointed Anthony Bowers to fill the director vacancy created by Mr. Titterton’s resignation.  Mr. Bowers was also appointed to the Audit and Compensation Committees of the Board.

Mr. Bowers, age 69, has served as Director of Corporate Sales at Intro-act, LLC since 2017.  Prior to joining Intro-act, LLC, Mr. Bowers held positions in corporate and institutional sales, including leadership roles at OTR Global and Goldman Sachs.  Mr. Bowers holds an MBA in Accounting and Finance from the Wharton School and a bachelor's degree in economics from Amherst College. 

There are no arrangements or understandings between Mr. Bowers and any other persons pursuant to which he was selected as a director.  There are no transactions involving Mr. Bowers requiring disclosure under Item 404(a) of Regulation S-K.

Mr. Bowers will receive the Company's standard non-employee director compensation arrangements.  The Company entered into its standard indemnification agreement with Mr. Bowers.

The Company issued a press release announcing the resignation of Mr. Titterton and the appointment of Mr. Bowers, a copy of which is furnished herewith as Exhibit 99.1.

 Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit	Description
99.1	Press Release dated May 21, 2026
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 21, 2026

PARKERVISION, INC.

By /s/ Cynthia French

Cynthia French

Chief Financial Officer