STOCK TITAN

ParkerVision (PRKR) registers 16.64M shares issuable at $0.13 conversion

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

ParkerVision, Inc. registers 16,638,353 shares of Common Stock for resale by selling shareholders.

The shares are issuable upon conversion of convertible promissory notes dated between May 10, 2022 and August 3, 2022 at a fixed conversion price of $0.13 per share. This Prospectus Supplement (dated May 21, 2026) supplements the Prospectus dated August 22, 2022 and attaches a Form 8-K furnished on May 21, 2026. The resale registration covers shares held by the selling shareholders named in the Prospectus.

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Insights

Resale registration lists conversion-based shares at $0.13 per share.

The filing registers 16,638,353 common shares for resale that are issuable upon conversion of convertible promissory notes dated between May 10, 2022 and August 3, 2022 with a fixed conversion price of $0.13 per share.

It is a resale by selling shareholders under the Prospectus dated August 22, 2022; cash‑flow treatment is resale by holders and not stated as proceeds to the issuer in this excerpt.

Board change disclosed: one retirement and one appointment.

The excerpt furnishes a Form 8-K showing the resignation of director Lewis Titterton effective May 15, 2026 and the appointment of Anthony Bowers on May 19, 2026. The filing states the resignation was due to retirement and not disagreement.

The new director will receive standard non-employee director compensation and an indemnification agreement; the filing notes a press release as Exhibit 99.1.

Registered shares 16,638,353 shares Prospectus Supplement dated May 21, 2026
Fixed conversion price $0.13 per share Convertible promissory notes dated May 10, 2022–August 3, 2022
Prospectus date August 22, 2022 Base Prospectus being supplemented
Prospectus Supplement date May 21, 2026 Date of this Prospectus Supplement and attached Form 8-K
Director resignation date May 15, 2026 Resignation of Lewis Titterton from the Board
Director appointment date May 19, 2026 Appointment of Anthony Bowers to the Board
convertible promissory notes financial
"issuable upon conversion of convertible promissory notes dated between May 10, 2022 and August 3, 2022"
A convertible promissory note is a loan a company takes that can later be turned into shares instead of being paid back in cash; think of lending money now in exchange for a voucher that can become ownership later. Investors care because it mixes credit risk and potential ownership upside—it can protect lenders if a company struggles while also diluting existing shareholders when converted, affecting future share value and investor returns.
fixed conversion price financial
"with a fixed conversion price of $0.13 per share"
Prospectus Supplement regulatory
"This Prospectus Supplement is being filed to update and supplement the information previously included in the Prospectus"
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.
Offering Type resale/secondary

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

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FAQ

What does ParkerVision's prospectus supplement register (PRKR)?

It registers 16,638,353 shares of Common Stock for resale by selling shareholders. The shares are issuable upon conversion of specified convertible promissory notes at a $0.13 fixed conversion price dated between May 10, 2022 and August 3, 2022.

Who receives the proceeds from the registered sales (PRKR)?

Proceeds are treated as resale proceeds to the selling shareholders, not issuer proceeds. The supplement updates the Prospectus and attaches a Form 8-K; it does not state any proceeds will be received by the issuer.

What conversion terms are disclosed for the registered shares (PRKR)?

The shares are issuable upon conversion of convertible promissory notes with a fixed conversion price of $0.13 per share. The notes referenced were dated between May 10, 2022 and August 3, 2022, per the supplement language.

Does the filing include corporate governance changes for ParkerVision (PRKR)?

Yes. The Form 8-K discloses the resignation of director Lewis Titterton effective May 15, 2026 and the appointment of Anthony Bowers on May 19, 2026, with Bowers joining the Audit and Compensation Committees.

Filed pursuant to Rule 424(b)(3)

Registration No. 333-266777

 

PROSPECTUS SUPPLEMENT No. 48

(to Prospectus dated August 22, 2022)

 

PARKERVISION, INC.

16,638,353 Shares of Common Stock

 

This Prospectus Supplement relates to the prospectus dated August 22, 2022, as amended and supplemented from time to time (the “Prospectus”), which permits the resale by the selling shareholders listed in the Prospectus of up to 16,638,353 shares of our common stock, par value $0.01 per share (“Common Stock”) issuable upon conversion of, and for the payment of interest from time to time at our option for convertible promissory notes dated between May 10, 2022 and August 3, 2022 with a fixed conversion price of $0.13 per share.

 

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.

 

Investing in our securities involves a high degree of risk. See Risk Factors beginning on page 5 of this 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 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