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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Guerrilla RF, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 12, 2025 |
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): August 12, 2025 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| August 12, 2025 |
Exhibit 99.1 Guerrilla RF Reports Second Quarter 2025 Results Second Quarter Revenue Down 12% Year over Year, Versus Exceptional Prior Year Performance Driven by One Time Design Win 7% Year over Year Expense Reduction Through Focused Efficiency Actions GREENSBORO, NC — August 12, 2025 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency (RF) and microwave semi |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of reg |
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| May 27, 2025 |
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 21, 2025 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (Co |
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| May 13, 2025 |
Exhibit 99.1 Guerrilla RF Reports First Quarter 2025 Results First Quarter 2025 revenue declined 14% due in part to reduced wireless infrastructure shipments Automotive revenue increased 72% Implementation of significant cost reduction measures GREENSBORO, NC — May 13, 2025 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency (RF) and microwave semiconductors, |
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| May 13, 2025 |
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 13, 2025 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (Co |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of re |
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| April 25, 2025 |
1,988,486 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-270980 PROSPECTUS 1,988,486 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 1,988,486 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which includes (i) an aggregate of 1,183,244 shares of Common Stock issued in the initial |
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| April 25, 2025 |
5,215,086 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-278952 PROSPECTUS 5,215,086 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 5,215,086 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which includes (i) an aggregate of 1,465,000 shares of Common Stock issued to investors in |
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| April 25, 2025 |
5,592,358 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-261860 PROSPECTUS 5,592,358 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 5,592,358 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which include (i) 4,021,774 shares of Common Stock privately issued to the selling stockho |
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| April 25, 2025 |
10,098,361 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-282444 PROSPECTUS 10,098,361 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholder, NR-PRL Partners, LP, a Delaware limited partnership and an affiliate of North Run Capital, LP (the “Selling Stockholder”) of up to 10,098,361 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guer |
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| April 17, 2025 |
As filed with the Securities and Exchange Commission on April 17, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 17, 2025 Registration Number 333-278952 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 17, 2025 |
As filed with the Securities and Exchange Commission on April 17, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 17, 2025 Registration Number 333-270980 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 17, 2025 |
As filed with the Securities and Exchange Commission on April 17, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 17, 2025 Registration Number 333-261860 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 17, 2025 |
As filed with the Securities and Exchange Commission on April 17, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 17, 2025 Registration Number 333-282444 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| March 27, 2025 |
Description of Registrant's Securities Exhibit 4.6 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 Guerrilla RF, Inc. (“we,” “our,” “us,” or the “Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): common stock, $0.0001 par value per share. The following information is a summary of i |
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| March 27, 2025 |
Exhibit 99.1 Guerrilla RF Reports Fourth Quarter and Full Year 2024 Results 2024 Revenue grew 33.4% due to strength in our primary markets Gross profit increased 49.8% to $12.8 million Gross Profit Expanded 660 basis points to 63.7% GREENSBORO, NC — March 27, 2025 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency (RF) and microwave semiconductors, today ann |
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| March 27, 2025 |
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): March 27, 2025 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| March 27, 2025 |
Excess Incentive-Based Compensation Recovery Policy Exhibit 97.1 GUERRILLA RF, INC. EXCESS INCENTIVE-BASED COMPENSATION RECOVERY POLICY Effective as of December 11, 2024 (“Effective Date”) This Excess Incentive-Based Compensation Recovery Policy (this “Policy”) was adopted by the Compensation Committee of the Board of Directors (the “Board”) of Guerrilla RF, Inc. (the “Company”) and ratified by the Board as of the Effective Date. Capitalized terms |
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| March 27, 2025 |
Exhibit 10.23 FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT This First Amendment to the Executive Employment Agreement (the “Amendment”) by and between Guerrilla RF, Inc. (the “Company”) and the undersigned executive officer (the “Executive”), made and entered into effective as of January 1, 2020 (the “Employment Agreement”), is made as of the day of , 2025 (the “Effective Date”). WHEREAS, the |
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| March 27, 2025 |
Insider Trading and Section 16 Reporting Policy Exhibit 19.1 INSIDER TRADING AND SECTION 16 REPORTING POLICY OF GUERRILLA RF, INC. AND ITS SUBSIDIARIES ADOPTED AS OF DECEMBER 11, 2024 Guerrilla RF, Inc. (the “Company”) is a public company, the common stock of which is registered under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”). Pursuant to the Exchange Act, the Company files periodic reports and proxy statements wi |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of registr |
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| March 27, 2025 |
Exhibit 10.24 CLAWBACK AGREEMENT This Clawback Agreement (the “Agreement”) by and between Guerrilla RF, Inc. (the “Company”) and the undersigned executive officer (the “Executive”) is made as of the day of , 2025 (the “Effective Date”). WHEREAS, the Securities and Exchange Commission (the “SEC”) adopted Rule 10D-1 and The Nasdaq Stock Market LLC (“Nasdaq”) has established Listing Rule 5608 with re |
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| January 7, 2025 |
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): January 7, 2025 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| January 7, 2025 |
Exhibit 99.1 Guerrilla RF announces retirement of John Berg and appointment of Mike John-Williams as Chief Financial Officer GREENSBORO, NC — January 7, 2025 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art RF and microwave semiconductors, today announced the retirement of its Chief Financial Officer (CFO), John Berg, and the appointment of Mike John-Williams as his succe |
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| December 11, 2024 |
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): December 11, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| December 11, 2024 |
Exhibit 99.1 Guerrilla RF Sees 125% Year-Over-Year Growth Driven by Direct-to-Cellular Satellite Applications GREENSBORO, NC — December 11, 2024 — Guerrilla RF, Inc. (OTCQX: GUER), a leader in RF solutions for communications, is excited to announce a 125% year-over-year growth in its satellite communication (Satcom) business. This remarkable growth has been largely driven by the increasing demand |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name o |
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| November 14, 2024 |
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): November 14, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| November 14, 2024 |
Guerrilla RF Reports Third Quarter 2024 Results and Gross Margin Expansion Exhibit 99.1 Guerrilla RF Reports Third Quarter 2024 Results and Gross Margin Expansion ● Record revenue for a third quarter of $4.5 million, 34.4% increase over prior year period ● Gross Margin expands 956 basis points over prior year period to 65.3% ● Closed on $22 million private placement, strengthening financial condition ● Reduced outstanding primary loan facility to $4.5 million at quarter |
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| October 31, 2024 |
1,988,486 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-270980 PROSPECTUS 1,988,486 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 1,988,486 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which includes (i) an aggregate of 1,183,244 shares of Common Stock issued in the initial |
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| October 31, 2024 |
5,592,358 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-261860 PROSPECTUS 5,592,358 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 5,592,358 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which include (i) 4,021,774 shares of Common Stock privately issued to the selling stockho |
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| October 18, 2024 |
As filed with the Securities and Exchange Commission on October 18, 2024 Table of Contents As filed with the Securities and Exchange Commission on October 18, 2024 Registration Number 333-261860 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| October 18, 2024 |
As filed with the Securities and Exchange Commission on October 18, 2024 Table of Contents As filed with the Securities and Exchange Commission on October 18, 2024 Registration Number 333-270980 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| October 17, 2024 |
10,098,361 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-282444 PROSPECTUS 10,098,361 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholder, NR-PRL Partners, LP, a Delaware limited partnership and an affiliate of North Run Capital, LP (the “Selling Stockholder”) of up to 10,098,361 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guer |
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| October 7, 2024 |
October 7, 2024 Sarah Sidwell Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| October 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For |
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| October 1, 2024 |
As filed with the Securities and Exchange Commission on October 1, 2024 As filed with the Securities and Exchange Commission on October 1, 2024 Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 14, 2024 |
GUER / Guerrilla RF, Inc. / Tompkins Mark N. - AMENDMENT NO. 3 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Amendment No. 3 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 40162G 104 (CUSIP Number) June 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| August 13, 2024 |
Guerrilla RF Reports Record Second Quarter 2024 Results and Gross Margin Expansion Exhibit 99.1 Guerrilla RF Reports Record Second Quarter 2024 Results and Gross Margin Expansion ● Record revenue quarter of $6.1 million, 61.7% increase over prior year period ● Gross Margin expands 631 basis points over prior year quarter to 65.3% ● Closed on $22 million private placement, strengthening financial condition GREENSBORO, NC — August 13, 2024 — Guerrilla RF, Inc. (OTCQX: GUER), a lea |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of reg |
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| August 13, 2024 |
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): August 13, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| August 12, 2024 |
Joint Filing Agreement, dated August 12, 2024. EX-99.5 2 ex712958.htm EXHIBIT 99.5 Exhibit 99.5 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, par value $0.0001 per share, of Guerrilla RF, Inc |
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| August 12, 2024 |
GUER / Guerrilla RF, Inc. / NR-PRL Partners, LP - SCHEDULE 13D Activist Investment SC 13D 1 nrpp20240812sc13d.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Todd B. Hammer North Run Capital, LP 867 Boylston Street 5th Floor #1361 Boston, MA 0211 |
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| August 6, 2024 |
-12-31 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): August 2, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organiza |
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| August 6, 2024 |
Guerrilla RF Announces Closing of $22.0 Million Private Placement Exhibit 99.1 Guerrilla RF Announces Closing of $22.0 Million Private Placement ● Capital Funds Advancement of Growth Plan ● Transaction Significantly Strengthens Company Balance Sheet GREENSBORO, NC — August 6, 2024 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art RF and microwave semiconductors, today announced the closing of a private placement with a single institution |
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| August 6, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 2, 2024, by and among Guerrilla RF, Inc., a Delaware corporation (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”). WHEREAS: A. The Company and the Buyers are executing and delivering this Agreement |
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| August 6, 2024 |
Exhibit 3.1 Execution Version CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF GUERRILLA RF, INC. Guerrilla RF, Inc. (the “Company”), a corporation organized and existing under the General Corporation Law of the State of Delaware, does hereby certify that, pursuant to authority conferred upon the Board of Directors of the Company by the Amended and Res |
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| August 6, 2024 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGIS |
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| August 6, 2024 |
Exhibit 10.1 Execution AMENDMENT NO. 2 TO AMENDED AND RESTATED LOAN AGREEMENT THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED LOAN AGREEMENT (this “Amendment”) is made and entered into as of August 2, 2024 (the “Effective Date”), by and between GUERRILLA RF, INC., a Delaware corporation (the “Borrower”), and SALEM INVESTMENT PARTNERS V, LIMITED PARTNERSHIP, a North Carolina limited partnership (“Sale |
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| August 6, 2024 |
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): August 2, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| August 6, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 2, 2024, by and between Guerrilla RF, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purch |
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| May 17, 2024 |
5,215,086 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-278952 PROSPECTUS 5,215,086 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 5,215,086 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which includes (i) an aggregate of 1,465,000 shares of Common Stock issu |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| May 15, 2024 |
Guerrilla RF Reports Record First Quarter 2024 Results and Gross Margin Expansion Exhibit 99.1 Guerrilla RF Reports Record First Quarter 2024 Results and Gross Margin Expansion ● Record revenue quarter of $5.1 million ● Gross Margin expands 640 basis points sequentially over prior quarter GREENSBORO, NC — May 15, 2024 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art RF and microwave semiconductors, today announced results for the first quarter 2024 end |
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| May 15, 2024 |
Guerrilla RF Reports Record First Quarter 2024 Results and Gross Margin Expansion Exhibit 99.1 Guerrilla RF Reports Record First Quarter 2024 Results and Gross Margin Expansion ● Record revenue quarter of $5.1 million ● Gross Margin expands 640 basis points sequentially over prior quarter GREENSBORO, NC — May 15, 2024 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art RF and microwave semiconductors, today announced results for the first quarter 2024 end |
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| May 15, 2024 |
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, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (Co |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of re |
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| May 3, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GUERRILLA RF, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”), Guerrilla RF, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”) hereby certifies as follows: 1. The Amended and Restated Certificate of I |
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| May 3, 2024 |
-12-31 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 2, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organizatio |
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| May 1, 2024 |
May 1, 2024 Bradley Ecker Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| May 1, 2024 |
As filed with the Securities and Exchange Commission on May 1, 2024 Table of Contents As filed with the Securities and Exchange Commission on May 1, 2024 Registration Number 333-278952 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For |
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| April 29, 2024 |
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): April 29, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| April 29, 2024 |
Exhibit 99.1 Guerrilla RF Completes Strategic Acquisition of GaN Device Portfolio from Gallium Semiconductor New RF GaN Products Expected to Dramatically Increase Addressable Market for the Company GREENSBORO, NC—April 29, 2024—Guerrilla RF, Inc. (OTCQX: GUER) has finalized the acquisition of Gallium Semiconductor's entire portfolio of GaN power amplifiers and front-end modules. Effective April 26 |
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| April 26, 2024 |
As filed with the Securities and Exchange Commission on April 26, 2024 Table of Contents As filed with the Securities and Exchange Commission on April 26, 2024 Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 26, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For |
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| April 16, 2024 |
GUER / Guerrilla RF, Inc. / Bleichroeder LP - GUER13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 40162G203 (CUSIP Number) March 28, 2024 (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 |
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| April 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 2, 2024 |
April 1, 2024 VIA EDGAR – FORM RW Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| April 1, 2024 |
Exhibit 99.1 Guerrilla RF Reports Record Revenue for Fourth Quarter and Full Year 2023 Fourth quarter revenue rose 93.6% and Full Year Revenues Grew 30.2% year-over-year Full Year 2024 Guidance: Revenue between $21.0 and $26.0 million and Gross Profit between $12.8 and $15.9 million Management Expects EBITDA Break-Even Second Quarter 2024 Announced first production PO and shipment to the SATCOM ma |
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| April 1, 2024 |
GUER / Guerrilla RF, Inc. / Bodford Alvin M. - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 2 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Alvin M. Bodford AMB Investments LLC 1501 Highwoods Boulevard, Suite 302 Greensboro NC 27410 336-900-2401 (Name, Address and Teleph |
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| April 1, 2024 |
Exhibit 99.1 Guerrilla RF Announces Completion of $5.0 Million Private Placement Equity Financing and Related Transactions Company completes private placement equity financing and debt conversion; total transaction value of $5.0 million Company extends maturity of $12 million debt facility to January 2026 GREENSBORO, NC—April 1, 2024—Guerrilla RF, Inc. (“Guerrilla” or the “Company”)(OTCQX: GUER), |
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| April 1, 2024 |
Exhibit 10.2 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVA |
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| April 1, 2024 |
Exhibit 10.3 Lock-Up Agreement March 28, 2024 Guerrilla RF, Inc. 2000 Pisgah Church Road Greensboro, NC 27455 Attention: Ryan Pratt Email: [email protected] Ladies and Gentlemen: This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the “Purchase Agreement”), dated as of March 28, 2024, by and among Guerrilla RF, Inc., a Delaware corporation ( |
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| April 1, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 28, 2024, between Guerrilla RF, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions set |
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| April 1, 2024 |
GUER / Guerrilla RF, Inc. / Pratt Ryan Michael - SCHEDULE 13D/A Activist Investment SC 13D/A 1 rmpratt20240401sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 2 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Ryan Michael Pratt 5686 Green Dale Ct. Summerfield, NC 27358 336-383-2787 (Name |
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| April 1, 2024 |
SC 13D/A 1 sip20240401sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 1 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Kevin Jessup Salem Investment Partners V, Limited Partnership 7900 Triad Center Dri |
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| April 1, 2024 |
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): April 1, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| April 1, 2024 |
Exhibit 10.5 AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AGREEMENT THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED LOAN AGREEMENT (this “Amendment”) is made and entered into as of March 28, 2024 (the “Effective Date”), by and between GUERRILLA RF, INC., a Delaware corporation (the “Borrower”), and SALEM INVESTMENT PARTNERS V, LIMITED PARTNERSHIP, a North Carolina limited partnership (“Salem V”), in |
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| April 1, 2024 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 28, 2024, by and between Guerrilla RF, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purch |
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| April 1, 2024 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities 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): March 28, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| March 29, 2024 |
Description of Registrant's Securities Exhibit 4.4 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of December 31, 2023, Guerrilla RF, Inc. (“we,” “our,” “us,” or the “Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): common stock, $0.0001 par value per share. The following info |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of registr |
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| March 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| February 14, 2024 |
GUER / Guerrilla RF, Inc. / Tompkins Mark N. - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Amendment No. 2 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 40162G 104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| January 16, 2024 |
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): January 16, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| January 16, 2024 |
Exhibit 99.1 Guerrilla RF Reports Record Revenue for Fourth Quarter and Full Year 2023 Fourth Quarter Revenue Rose 95.8% Year-over-Year; FY23 Revenue Grew 30.0% Compared to FY22 GREENSBORO, NC — January 16, 2024 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave semiconductors, today announced record revenue for the fourth quarter and full year |
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| January 9, 2024 |
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): January 9, 2024 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| January 9, 2024 |
Guerrilla RF Reports New $1M PTMP Wireless Infrastructure Purchase Order Exhibit 99.1 Guerrilla RF Reports New $1M PTMP Wireless Infrastructure Purchase Order GREENSBORO, NC—January 9, 2024—Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave semiconductors, today announced an initial purchase order (PO) of $1.0 million for a new point-to-multipoint (PTMP) wireless infrastructure design win associated with its popular G |
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| December 12, 2023 |
Guerrilla RF Reports Highest Deliveries Ever Exhibit 99.1 Guerrilla RF Reports Highest Deliveries Ever GREENSBORO, NC—December 12, 2023—Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave communications solutions, today announced over 25.3% more shipments in November 2023 compared to its previous largest month and 259.7% over November 2022. The purchase order amount is attributable to eight |
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| December 12, 2023 |
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): December 12, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| November 13, 2023 |
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): November 13, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name o |
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| November 13, 2023 |
Exhibit 99.1 Guerrilla RF Reports Third Quarter 2023 Results Company demonstrates strong Year-over-Year revenue growth of 52%, driven by increase in automotive product sales GREENSBORO, NC — November 13, 2023 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave communications solutions, today announced its financial and operating results for the |
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| September 27, 2023 |
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): September 27, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organizatio |
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| September 27, 2023 |
Guerrilla RF Provides Updated Guidance on Future Revenues and Plans Exhibit 99.1 Guerrilla RF Provides Updated Guidance on Future Revenues and Plans GREENSBORO, NC —September 27, 2023 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave communications semiconductors, today provided a corporate update for guidance on full year 2023 and 2024 revenue, financing and efforts to accelerate its path to profitability. Ma |
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| September 15, 2023 |
GUER / Guerrilla RF Inc / Pratt Ryan Michael - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 1 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Ryan Michael Pratt 5686 Green Dale Ct. Summerfield, NC 27358 336-383-2787 (Name, Address and Telephone Number of Person Authorized |
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| September 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Kevin Jessup Salem Investment Partners V, Limited Partnership 7900 Triad Center Drive, Suite 333 Greensboro, NC 27409 336-245-4490 (Name, Address and |
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| September 15, 2023 |
GUER / Guerrilla RF Inc / Bodford Jason - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 1 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Jason Bodford 538 N. Regional Road Greensboro NC 27409 336-931-1860 (Name, Address and Telephone Number of Person Authorized to Rec |
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| September 15, 2023 |
GUER / Guerrilla RF Inc / Bodford Alvin M. - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Amendment No. 1 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40162G203 (CUSIP Number) Alvin M. Bodford AMB Investments LLC 1501 Highwoods Boulevard, Suite 302 Greensboro NC 27410 336-900-2401 (Name, Address and Teleph |
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| September 7, 2023 |
Exhibit 10.1 Execution THIS AMENDED AND RESTATED LOAN AGREEMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE “SUBORDINATION AGREEMENT”) DATED AS OF SEPTEMBER 5, 2023 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL FINAN |
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| September 7, 2023 |
Exhibit 10.2 Execution THIS INSTRUMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE “SUBORDINATION AGREEMENT”) DATED AS OF SEPTEMBER 5, 2023 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL FINANCE, LLC (f/k/a SPECTRUM C |
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| September 7, 2023 |
Exhibit 10.3 Execution THIS INSTRUMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE “SUBORDINATION AGREEMENT”) DATED AS OF SEPTEMBER 5, 2023 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL FINANCE, LLC (f/k/a SPECTRUM C |
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| September 7, 2023 |
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): September 4, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| September 7, 2023 |
Exhibit 10.4 Execution THIS INSTRUMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE “SUBORDINATION AGREEMENT”) DATED AS OF SEPTEMBER 5, 2023 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL FINANCE, LLC (f/k/a SPECTRUM C |
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| September 7, 2023 |
First Production PO for SATCOM Market Securing Stronger Second Half 2023 Exhibit 99.1 First Production PO for SATCOM Market Securing Stronger Second Half 2023 GREENSBORO, NC — September 06, 2023 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave communications solutions, today announced the first production purchase order (PO) received from a Tier 1 satellite communications (SATCOM) company. Since announcing entranc |
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| August 17, 2023 |
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): August 14, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| August 17, 2023 |
Exhibit 10.2 |
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| August 17, 2023 |
Exhibit 10.1 |
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| August 15, 2023 |
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): August 15, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 Commission File Number: 000-56238 NOTIFICATION OF LATE FILING (Check One): ☐Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of reg |
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| August 15, 2023 |
Exhibit 99.1 Guerrilla RF Reports Second Quarter 2023 Results Company demonstrates strong Y-o-Y revenue growth of 22%, driven by increase in automotive product sales; continued strong gross profit margins GREENSBORO, NC — August 15, 2023 — Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency and microwave communications solutions, today announced its financial a |
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| July 27, 2023 |
Exhibit 10.1 GUERRILLA RF, INC. CONVERTIBLE NOTE PURCHASE AGREEMENT (Minimum Investment of $500,000) This Convertible Note Purchase Agreement (this "Agreement"), dated as of July 24, 2023, is entered into among GUERRILLA RF, INC., a Delaware corporation (the "Company"), and the persons and entities (each individually a "Purchaser," and collectively, the "Purchasers") named on the Schedule of Purch |
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| July 27, 2023 |
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): July 24, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| July 18, 2023 |
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): July 12, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| July 18, 2023 |
Exhibit 10.3 GUERRILLA RF, INC. CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement (this "Agreement"), dated as of July 12, 2023, is entered into among GUERRILLA RF, INC., a Delaware corporation (the "Company"), and the persons and entities (each individually a "Purchaser," and collectively, the "Purchasers") named on the Schedule of Purchasers attached hereto (as the sam |
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| July 3, 2023 |
Amendment No. 2 to Loan Agreement Exhibit 10.3 |
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| July 3, 2023 |
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): June 28, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| July 3, 2023 |
Exhibit 10.2 GUERRILLA RF, INC. EMPLOYEE VOLUNTARY DEFERRED COMPENSATION PROGRAM 1. Establishment of the Program. Guerrilla RF, Inc. (the “Company”) establishes this voluntary salary deferral program known as the Guerrilla RF, Inc. Employee Voluntary Deferred Compensation Program (the “Program”), effective June 26, 2023 (the “Effective Date”). The Program provides for the voluntary deferral of com |
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| July 3, 2023 |
Exhibit 99.1 Guerrilla RF Provides Corporate Update R&D-Driven Radio Frequency Semiconductor Company Explores Alternative Pathways to Uplisting to a Senior Exchange GREENSBORO, NC—July 3, 2023— Guerrilla RF, Inc. (OTCQX: GUER) a leading provider of state-of-the-art radio frequency and microwave communications solutions, today provided a corporate update, highlighting recent business progress and s |
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| July 3, 2023 |
Exhibit 10.1 GUERRILLA RF, INC. EMPLOYEE VOLUNTARY DEFERRED COMPENSATION PROGRAM VOLUNTARY SALARY DEFERRAL ELECTION AGREEMENT Participant Information Name: Address: City: State Zip Last 4 digits of Social Security Number Check one: ☐ New Election ☐ Change NOTE: All capitalized terms not defined in this Deferral Agreement shall have the meaning given to them in the Guerrilla RF, Inc. Employee Volun |
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| June 7, 2023 |
11,930,190 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-270980 PROSPECTUS 11,930,190 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 11,930,190 shares of common stock, par value $0.0001 per share (the “Common Stock”), of Guerrilla RF, Inc., which includes (i) an aggregate of 7,099,152 shares of Common Stock is |
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| June 5, 2023 | ||
| June 2, 2023 |
Form of Underwriting Agreement. Exhibit 1.1 GUERRILLA RF, INC. UNDERWRITING AGREEMENT [ ] Shares of Common Stock [ ], 2023 Laidlaw & Company (UK) Ltd. As the Representative of the Several Underwriters Named on Schedule I hereto c/o Laidlaw & Company (UK) Ltd. 521 5th Avenue, 12th Fl. New York, NY 10175 Ladies and Gentlemen: Guerrilla RF, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions |
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| June 2, 2023 |
As filed with the Securities and Exchange Commission on June 2, 2023 Table of Contents As filed with the Securities and Exchange Commission on June 2, 2023 Registration Number 333-271065 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 10, 2023 |
Exhibit 10.1 Execution AMENDMENT NO. 1 TO LOAN AGREEMENT THIS AMENDMENT NO. 1 TO LOAN AGREEMENT (this “Amendment”) is made and entered into as of May 1, 2023, by and among GUERRILLA RF, INC., a Delaware corporation (“Parent”), GUERRILLA RF OPERATING CORPORATION, a Delaware corporation (together with Parent, the “Borrowers” and each, individually, a “Borrower”), and SALEM INVESTMENT PARTNERS V, LIM |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of re |
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| April 14, 2023 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year 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): April 14, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| April 14, 2023 |
Exhibit 99.1 Guerrilla RF Announces Reverse Stock Split in Preparation for a Proposed Uplisting to a National Exchange Company enacts a one-for-six reverse stock split as the next step in the process of uplisting its stock on a national securities exchange GREENSBORO, N.C.—April 14, 2023—Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency (RF) and microwave com |
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| April 14, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GUERRILLA RF, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”), Guerrilla RF, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”) hereby certifies as follows: 1. The Amended and Restated Certificate of I |
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| April 11, 2023 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For |
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| April 11, 2023 |
As filed with the Securities and Exchange Commission on April 11, 2023 Table of Contents As filed with the Securities and Exchange Commission on April 11, 2023 Registration Number 333-270980 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 11, 2023 |
April 11, 2023 Bradley Ecker Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| April 7, 2023 |
33,553,772 Shares of Common Stock Table of Contents PROSPECTUS Filed Pursuant to Rule 424(b)(3) File No. 333-261860 33,553,772 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 33,553,772 shares of common stock, par value $0.0001 per share, of Guerrilla RF, Inc., which include (i) 24,130,642 shares of common stock privately issued to the selling stockho |
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| April 6, 2023 |
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): April 5, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| April 3, 2023 |
As filed with the Securities and Exchange Commission on April 3, 2023 Table of Contents As filed with the Securities and Exchange Commission on April 3, 2023 Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 3, 2023 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For |
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| March 30, 2023 |
Table of Contents As filed with the Securities and Exchange Commission on March 30, 2023 Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 30, 2023 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For |
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| March 16, 2023 |
As filed with the Securities and Exchange Commission on March 16, 2023 Table of Contents As filed with the Securities and Exchange Commission on March 16, 2023 Registration Number 333-261860 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 13, 2023 |
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): March 10, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| March 13, 2023 |
EX-99.1 2 ex487152.htm EXHIBIT 99.1 Exhibit 99.1 Home // News // Press Releases Press Release FDIC Creates a Deposit Insurance National Bank of Santa Clara to Protect Insured Depositors of Silicon Valley Bank, Santa Clara, California Fr i d a y, M a r c h 1 0 , 2 0 2 3 For Immediate Release WASHINGTON – Silicon Valley Bank, Santa Clara, California, was closed today by the California Department of |
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| March 9, 2023 |
DEF 14A 1 guer20230303def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted |
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| March 3, 2023 |
Exhibit 10.16 Guerrilla RF 1196 Pleasant Ridge Rd., Suite 5 Greensboro, NC 27409 November 24, 2021 Kellie Chong Dear Kellie Chong, It is our pleasure to confirm our offer of employment to you as Chief Business Office at Guerrilla RF. In this position, you will report directly to Ryan Pratt beginning January 17th· 2022 Your salary will be $300,00.00 per year with paychecks issued bi-weekly. In addi |
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| March 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of registr |
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| March 1, 2023 |
Exhibit 99.1 Guerrilla RF Completes Final Closing of $9.2 Million Private Placement Equity Financing Company completes final close of previously announced private placement equity financing; total gross proceeds of $9.2 million GREENSBORO, NC—March 1, 2023—Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art RF and microwave communications solutions, today announced that it has |
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| March 1, 2023 |
Entry into a Material Definitive Agreement 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): February 28, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| February 23, 2023 |
Guerrilla RF Appoints Virginia Summerell to the Board of Directors Exhibit 99.1 Guerrilla RF Appoints Virginia Summerell to the Board of Directors GREENSBORO, NC—February 23, 2023—Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art RF and microwave communications solutions, today announced the appointment of Virginia R. Summerell to its Board of Directors effective February 20, 2023. Summerell is Guerrilla RF’s second female Board member, and |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| February 23, 2023 |
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): February 20, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| February 16, 2023 |
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): February 16, 2023 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| February 16, 2023 |
Guerrilla RF Receives $2.4 Million Purchase Order from Leading Automotive Supplier Exhibit 99.1 Guerrilla RF Receives $2.4 Million Purchase Order from Leading Automotive Supplier Purchase order demonstrates growing demand for the Company’s key components that serve the autonomous and connected vehicle industry GREENSBORO, NC—February 16, 2023—Guerrilla RF, Inc. (OTCQX: GUER), a leading provider of state-of-the-art radio frequency (RF) and microwave communications solutions, toda |
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| February 14, 2023 |
GUER / Guerrilla RF Inc / Tompkins Mark N. - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment SC 13G/A 1 ea173506-13ga1tompguerrilla.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G/A Amendment No.1 Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 40162G (CUSIP Number) December 31, 2022 (Date of Event Which Requires Fi |
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| January 3, 2023 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities 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): December 30, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| January 3, 2023 |
EX-10.3 4 ex455555.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 30, 2022 among Guerrilla RF, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). WHEREAS, in connection wit |
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| January 3, 2023 |
EX-10.1 2 ex453028.htm EXHIBIT 10.1 Exhibit 10.1 UNIT PURCHASE AGREEMENT BY AND AMONG GUERRILLA RF, INC. AND EACH PURCHASER IDENTIFIED ON APPENDIX A HERETO DISCLOSURE SCHEDULES AND EXHIBITS TO UNIT PURCHASE AGREEMENT Schedule 3.1(c)(iii) Conflicts Schedule 3.1(d) Filings, Consents and Approvals Schedule 3.1(f) Capitalization Schedule 3.1(m) Intellectual Property Schedule 3.1(q) Certain Fees Exhibi |
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| January 3, 2023 |
EX-10.2 3 ex455554.htm EXHIBIT 10.2 Exhibit 10.2 NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCE |
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| January 3, 2023 |
EX-10.4 5 ex455556.htm EXHIBIT 10.4 Exhibit 10.4 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL S |
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| January 3, 2023 |
Guerrilla RF Announces Initial Closing of $5 Million Private Placement Equity Financing EX-99.1 6 ex452992.htm EXHIBIT 99.1 Exhibit 99.1 Guerrilla RF Announces Initial Closing of $5 Million Private Placement Equity Financing GREENSBORO, NC – January 3, 2023 - Guerrilla RF, Inc. (OTCQX: GUER) (the “Company”), an innovative fabless semiconductor company, today announced the initial closing of its private placement, providing gross proceeds of approximately $5.0 million, not including a |
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| November 10, 2022 |
EX-10.6 3 ex425651.htm EXHIBIT 10.6 Exhibit 10.6 |
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| November 10, 2022 |
Exhibit 10.8 |
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| November 10, 2022 |
Exhibit 10.5 |
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| November 10, 2022 |
EX-10.7 4 ex425657.htm EXHIBIT 10.7 Exhibit 10.7 |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name o |
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| November 9, 2022 |
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): November 9, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| November 9, 2022 |
Guerrilla RF, Inc. Reports Third Quarter 2022 Financial Results and Corporate Update EX-99.1 2 ex444841.htm EXHIBIT 99.1 Exhibit 99.1 Guerrilla RF, Inc. Reports Third Quarter 2022 Financial Results and Corporate Update GREENSBORO, NC—November 9, 2022—Guerrilla RF, Inc. (OTCQX: GUER) (the “Company”), an innovative fabless semiconductor company, today announced results for the third quarter 2022. Guerrilla RF reported that its operating financial contribution margin and gross profit |
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| October 21, 2022 |
Guerrilla RF to Present at the LD Micro Main Event XV Conference on October 26, 2022 EX-99.2 3 ex435019.htm EXHIBIT 99.2 Exhibit 99.2 Guerrilla RF to Present at the LD Micro Main Event XV Conference on October 26, 2022 GREENSBORO, NC—October 21, 2022—Guerrilla RF, Inc. (OTCQX: GUER), the innovative fabless semiconductor company, is giving an investor presentation on October 26 at the 2022 LD Micro Main Event XV Conference. The event is being held at the Luxe Sunset Boulevard Hotel |
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| October 21, 2022 |
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): October 20, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| October 21, 2022 |
EX-99.1 2 ex435018.htm EXHIBIT 99.1 Exhibit 99.1 Guerrilla RF Rounds Out its ¼W Linear PA Family with the New GRF5521 InGaP HBT Power Amplifier from Guerrilla RF Provides 23.5dBm of Output Power for Cellular Applications Requiring Exceptional Native Linearity over Temperature Extremes GREENSBORO, NC—October 20, 2022— Guerrilla RF, Inc. (OTCQX: GUER) introduces the GRF5521, one of ten ¼ W linear po |
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| October 11, 2022 |
Guerrilla RF Receives First Design Wins for New Digital Step Attenuator Exhibit 99.1 Guerrilla RF Receives First Design Wins for New Digital Step Attenuator GREENSBORO, NC?October 10, 2022?Guerrilla RF, Inc. (OTCQX: GUER), the innovative fabless semiconductor company, announces that it has confirmed design wins with strategic customers for its new digital step attenuator (DSA), the GRF6402. The device, with its novel Rapid FireTM switching capability, represents multi |
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| October 11, 2022 |
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): October 10, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| September 7, 2022 |
Guerrilla RF Announces the Appointment of Susan Barkal to its Board of Directors EX-99.1 2 ex420349.htm EXHIBIT 99.1 Exhibit 99.1 Guerrilla RF Announces the Appointment of Susan Barkal to its Board of Directors GREENSBORO, NC—September 6, 2022——Guerrilla RF, Inc. (OTCQX: GUER) announced today the appointment of Susan Barkal to its Board of Directors. Following the appointment, the board will be comprised of 7 directors. “We are absolutely delighted to welcome Susan to our Boar |
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| September 7, 2022 |
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): September 05, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organizatio |
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| August 17, 2022 |
EX-10.1 2 ex414243.htm EXHIBIT 10.1 Exhibit 10.1 Execution THIS LOAN AGREEMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE “SUBORDINATION AGREEMENT”) DATED AS OF AUGUST 11, 2022 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL SERVICES COMP |
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| August 17, 2022 |
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): August 11, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| August 17, 2022 |
Multi-Draw Note, dated August 11, 2022, issued to Salem Investment Partners V, Limited Partnership Exhibit 10.4 THIS INSTRUMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE ?SUBORDINATION AGREEMENT?) DATED AS OF AUGUST 11, 2022 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL SERVICES COMPANY, L.L.C (?SPECTRUM?), TO THE INDEBTEDNESS (INCL |
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| August 17, 2022 |
Term Note, dated August 11, 2022, issued to Salem Investment Partners V, Limited Partnership EX-10.3 4 ex414245.htm EXHIBIT 10.3 Exhibit 10.3 THIS INSTRUMENT AND RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, THE “SUBORDINATION AGREEMENT”) DATED AS OF AUGUST 11, 2022 AMONG SALEM INVESTMENT PARTNERS V, LIMITED PARTNERS AND SPECTRUM COMMERCIAL SERVICES COMPANY, L.L.C (“S |
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| August 17, 2022 |
Exhibit 10.2 SECURITY AGREEMENT by GUERRILLA RF, INC. and GUERRILLA RF OPERATING CORPORATION as Grantors and THE OTHER GRANTORS FROM TIME TO TIME PARTY HERETO in favor of SALEM INVESTMENT PARTNERS V, LIMITED PARTNERSHIP as Collateral Agent August 11, 2022 Table of Contents Page ARTICLE 1 DEFINED TERMS 1 SECTION 1.1 Terms Defined in the Uniform Commercial Code. 1 SECTION 1.2 Definitions 1 SECTION 1 |
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| August 16, 2022 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS EX-99.1 2 ex413445.htm EXHIBIT 99.1 Exhibit 99.1 Guerrilla RF Reports Continued Growth in its Second Quarter of 2022, Despite Global Supply Chain Issues GREENSBORO, NC—August 12, 2022—Guerrilla RF, Inc. (OTCQX: GUER) (the “Company” or “Guerrilla RF”) reported financial results for its second quarter, which ended on June 30, 2022. “I am encouraged by the progress we have made, in particular, the de |
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| August 16, 2022 |
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): August 12, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of reg |
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| June 23, 2022 |
EX-99.1 2 ex389023.htm EXHIBIT 99.1 Exhibit 99.1 GRF5526/36 PAs Deliver ¼ W of Linear Power for 5G without DPD Newest InGaP HBT Power Amplifiers from Guerrilla RF Provide 23dBm of Natively Linear Output Power for 5G Applications that Cannot Employ DPD, CFR or ET GREENSBORO, NC—June 21, 2022—Guerrilla RF, Inc. (OTCQX: GUER) announces it is now sampling the GRF5526 and GRF5536, the latest in a serie |
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| June 23, 2022 |
EX-99.3 4 ex389025.htm EXHIBIT 99.3 Exhibit 99.3 GRF5317 PA Delivers 18dBm of Wideband Linear Power without requiring DPD Newest InGaP HBT Power Amplifier from Guerrilla RF Provides Natively Linear Output Power for 5G Applications that Cannot Employ DPD, CFR or ET GREENSBORO, NC—June 23, 2022—Guerrilla RF, Inc. (OTCQX: GUER) announces it is now sampling the GRF5317, the first of a series of new 0. |
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| June 23, 2022 |
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): June 21, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| June 23, 2022 |
EX-99.2 3 ex389024.htm EXHIBIT 99.2 Exhibit 99.2 Guerrilla RF Expands its Portfolio to Include DSAs The GRF6402 is the First in a Series of New 0.25dB Step DSAs which Incorporate a Novel ‘Rapid Fire’ Attenuation Setting Feature GREENSBORO, NC—June 22, 2022—Guerrilla RF, Inc. (OTCQX: GUER) announces it is now sampling the GRF6402, the first of a new family of 0.25dB step DSAs (Digital Step Attenuat |
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| June 8, 2022 |
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): June 6, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (Co |
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| June 8, 2022 |
Guerrilla RF to Present at LD Micro Invitational XII on June 7 at 7:30 a.m. PDT Exhibit 99.1 Guerrilla RF to Present at LD Micro Invitational XII on June 7 at 7:30 a.m. PDT Guerrilla RF, Inc. (OTCQX: GUER) announced today that it has been selected to present at the LD Micro Invitational XII on June 7, 2022 at 7:30 a.m. PDT. Sam Funchess, VP Investor Relations and Dr. John Berg, CFO will be presenting. The event will be held in-person at the Four Seasons Westlake Village in Lo |
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| June 8, 2022 |
Revenue and Market Strategy Presentation, furnished herewith. EX-99.2 3 ex384438.htm EXHIBIT 99.2 Exhibit 99.2 |
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| June 6, 2022 |
EX-10.2 3 ex383928.htm EXHIBIT 10.2 Exhibit 10.2 |
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| June 6, 2022 |
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): June 1, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (Co |
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| June 6, 2022 |
Exhibit 10.1 |
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| June 3, 2022 |
(16.1) Letter from FORVIS, LLP to the Securities and Exchange Commission, dated June 03, 2022. Exhibit 16.1 June 3, 2022 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated June 1, 2022 of Guerrilla RF, Inc. and are in agreement with the statements therein concerning Dixon Hughes Goodman LLP, BKD, LLP and FORVIS, LLP. We have no basis to agree or disagree with other statements of the registrant containe |
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| June 3, 2022 |
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): June 01, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| June 2, 2022 |
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): June 02, 2022 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (C |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of re |
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| May 12, 2022 |
Exhibit 99.1 Guerrilla RF Announces Record Sales in its First Quarter of 2022, as Product Sales Increased 39 Percent GREENSBORO, NC—May 12, 2022—Guerrilla RF, Inc. (OTC Pink: GUER) today reported financial results for its quarter ended March 31, 2022. “We saw record revenues and product shipments in Q1 2022 as we continued to meet customer demand,” said Ryan Pratt, Guerrilla RF Founder and CEO. “I |
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| May 12, 2022 |
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 12, 2022 Guerrilla RF, Inc. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) (Co |
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| April 11, 2022 |
DEF 14A 1 def14a0422guerrillarf.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission O |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-56238 GUERRILLA RF, INC. (Exact name of registr |
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| April 1, 2022 |
Description of Registrant's Securities EX-4.3 2 ex336345.htm DESCRIPTION OF REGISTRANT'S SECURITIES Exhibit 4.3 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of December 31, 2021, Guerrilla RF, Inc. (“we,” “our,” “us,” or the “Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): |
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| April 1, 2022 |
NT 10-K 1 ea157881-nt10kguerrilla.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Estimated average burden hours per response ... 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Pe |
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| March 31, 2022 |
EX-99.1 2 ea157730ex99-1guerrilla.htm EARNINGS RELEASE, DATED MARCH 31, 2022, FURNISHED HEREWITH Exhibit 99.1 Guerrilla RF Announces Record Sales in 2021, as Product Sales Increase 63 Percent Company Ends 2021 with Largest Purchase Order Backlog in History, as the Number of Tier-One and Tier-Two Customers Grows GREENSBORO, NC—March 31, 2022—Guerrilla RF, Inc. (“Guerrilla RF” or the “Company”), a s |
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| March 31, 2022 |
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): March 31, 2022 Guerrilla RF, Inc. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) ( |
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| February 25, 2022 |
S-8 1 ea156189-s8guerrilla.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on February 25, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GUERRILLA RF, INC. (Exact name of Registrant as specified in its charter) Delaware 85-3837067 (State or other jurisdiction of (I.R.S. E |
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| February 25, 2022 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables FORM S-8 Registration Statement Under the Securities Act of 1933 (Form Type) Guerrilla RF, Inc. |
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| February 14, 2022 |
33,553,772 Shares of Common Stock PROSPECTUS Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-261860 33,553,772 Shares of Common Stock This prospectus relates to the offering and resale by the selling stockholders identified herein of up to 33,553,772 shares of common stock, par value $0.0001 per share, of Guerrilla RF, Inc., which include (i) 24,130,642 shares of common stock privately issued to the selling stockho |
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| February 11, 2022 |
As filed with the Securities and Exchange Commission on February 10, 2022 As filed with the Securities and Exchange Commission on February 10, 2022 Registration Number 333-261860 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 11, 2022 |
CORRESP 1 filename1.htm February 10, 2022 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Guerrilla RF, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed on February 2, 2022 File No. 333-261860 Dear Sir or Madam: On behalf of Guerrilla RF, Inc. (the “Company”), enclosed for filing is Pre-Effective Amendment No. 2 to t |
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| February 11, 2022 |
Exhibit 107 Calculation of Filing Fee Tables S-1/A (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry F |
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| February 11, 2022 |
CORRESP 1 filename1.htm February 11, 2022 Erin Donahue, Esq. Securities and Exchange Commission Division of Corporation Finance 100 F. Street NE Washington, D.C. 20549 Re: Guerrilla RF, Inc. (the “Registrant”) Registration Statement on Form S-1 (Registration Number 333-261860) Dear Ms. Donahue, Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), the Registrant |
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| February 7, 2022 |
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): February 1, 2022 Guerrilla RF, Inc. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| February 7, 2022 |
Kellie Chong Joins Guerrilla RF as Chief Business Officer EX-99.1 2 ea155038ex99-1guerrilla.htm PRESS RELEASE, DATED FEBRUARY 1, 2022 Exhibit 99.1 Kellie Chong Joins Guerrilla RF as Chief Business Officer GREENSBORO, NC—February 1, 2022—Guerrilla RF (GRF) announces Kellie Chong has joined the company as Chief Business Officer. In this new position, Chong is responsible for overseeing the Sales, Marketing and Business Development initiatives of the compan |
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| February 2, 2022 |
EX-FILING FEES 5 fs12022a1ex-feesguerrillarf.htm FILING FEE TABLE Exhibit 107 Calculation of Filing Fee Tables S-1/A (Form Type) Guerrilla RF, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Ag |
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| February 2, 2022 |
As filed with the Securities and Exchange Commission on February 2, 2022 As filed with the Securities and Exchange Commission on February 2, 2022 Registration Number 333-261860 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 2, 2022 |
February 2, 2022 Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Guerrilla RF, Inc. Registration Statement on Form S-1 (?Registration Statement?) Filed December 23, 2021 File No. 333-261860 Dear Sir or Madam: On behalf of Guerrilla RF, Inc. (the ?Company?), enclosed for filing is Pre-Effective Amendment No. 1 to the Company?s Regist |
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| December 23, 2021 |
As filed with the Securities and Exchange Commission on December 22, 2021 Registration Number 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| December 23, 2021 |
EX-10.15 3 fs12021ex10-15guerrillarf.htm 2021 EQUITY INCENTIVE PLAN Exhibit 10.5 GUERRILLA RF, INC. 2021 Equity Incentive Plan 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain, and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents, Subsidiaries, and Affiliates that exist now or in the fut |
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| December 14, 2021 |
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): December 8, 2021 Guerrilla RF, Inc. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| November 23, 2021 |
Tompkins Mark N. - SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Guerrilla RF, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) None (CUSIP Number) November 12, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| November 17, 2021 |
EX-99.1 2 ea150923ex99-1guerrillarf.htm PRESS RELEASE DATED NOVEMBER 17, 2021 Exhibit 99.1 Guerrilla RF Raises Additional $4.4 Million in Subsequent Closings of Private Placement Financing Additional Funding Brings Total Raise to $11.5M as Company Goes Public GREENSBORO, N.C., —November 17, 2021—Guerrilla RF, Inc. (“Guerrilla RF” or “Company”), a leading manufacturer of high-performance monolithic |
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| November 17, 2021 |
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): November 17, 2021 Guerrilla RF, Inc. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization |
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| November 15, 2021 |
Guerrilla RF, Inc. Condensed Balance Sheets EX-99.1 2 ea150472ex99-1guerrillarf.htm UNAUDITED INTERIM FINANCIAL STATEMENTS OF PRIVATE GUERRILLA RF AS OF SEPTEMBER 30, 2021 AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 Exhibit 99.1 Guerrilla RF, Inc. INDEX TO UNAUDITED INTERIM FINANCIAL STATEMENTS Page Balance Sheets 1 Statements of Operations and Comprehensive Loss 2 Statements of Changes in Stockholders’ Deficit 3 Statements of |
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| November 15, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2021 GUERRILLA RF, INC. (Exact name of registrant as specified in its charter) Delaware 000-56036 85-3837067 (State or other jurisdiction of incorporat |
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| November 15, 2021 |
UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION EX-99.2 3 ea150472ex99-2guerrillarf.htm UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2021 AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 Exhibit 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Laffin Acquisition Corp. (“Laffin”) was incorporated in the State of Delaware on November 9, 2020. Prior to the Merger (as defined below), Laffin was a “shell company” (as |
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| November 10, 2021 |
GUER / Guerrilla RF Inc / Bodford Jason - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) None (CUSIP Number) Jason Bodford 538 N. Regional Road Greensboro NC 27409 336-931-1860 (Name, Address and Telephone Number of Person Authorized to Receive |
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| November 5, 2021 |
GUER / Guerrilla RF Inc / Bodford Alvin M. - SCHEDULE 13D Activist Investment SC 13D 1 ea150049-13dbodfordguerril.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) None (CUSIP Number) Alvin M. Bodford AMB Investments LLC 1501 Highwoods Boulevard, Suite 302 Greensboro |
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| November 4, 2021 |
GUER / Guerrilla RF Inc / Pratt Ryan Michael - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Guerrilla RF, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) None (CUSIP Number) Ryan Michael Pratt 5686 Green Dale Ct. Summerfield, NC 27358 336-383-2787 (Name, Address and Telephone Number of Person Authorized to Re |
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| October 27, 2021 |
Exhibit 99.1 Guerrilla RF, Inc. Financial Report and Audited Financial Statements For Years Ended December 31, 2020 and 2019 Table of Contents Independent Auditors’ Report 2-3 Balance Sheets 4 Statements of Operations 5 Statements of Changes in Stockholders’ Deficit 6 Statements of Cash Flows 7 Notes to Financial Statements 8- 27 Page 1 of 27 Report of Independent Registered Public Accounting Firm |
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| October 27, 2021 |
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): October 22, 2021 Guerrilla RF, Inc. (Exact name of Registrant as specified in its charter) Delaware 000-56238 85-3837067 (State or other jurisdiction of incorporation or organization) |
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| October 27, 2021 |
Exhibit 10.10 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of October 22, 2021 among Guerrilla RF, Inc., a Delaware corporation (f.k.a. Laffin Acquisition Corp.) (the “Company”), the persons who have purchased the Offering Shares (as defined below) and have executed omnibus or counterpart signature page(s) hereto (each, a |
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| October 27, 2021 |
Exhibit 10.11 GUERRILLA RF, INC. Long-Term Stock Incentive Plan Approved by Shareholders of Guerrilla RF, Inc. on June 23, 2014 GUERRILLA RF, INC. LONG-TERM STOCK INCENTIVE PLAN 1. Purpose. The purpose of this Plan is to further and promote the interests of Guerrilla RF, Inc. (the “Company”) and its shareholders by enabling the Company and its Subsidiaries to attract, retain and motivate key emplo |
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| October 27, 2021 |
Exhibit 16.1 October 26, 2021 Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Ladies and Gentlemen: We have read the section under the heading “Changes in Registrant’s Certifying Accountant” included in the Form 8-K of Guerrilla RF, Inc. to be filed on or about October 26, 2021 and agree with the statements contained therein as they relate to our firm. We have no basis to |
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| October 27, 2021 |
EX-4.1 6 ea149216ex4-1guerrilla.htm FORM OF LOCK UP AGREEMENT Exhibit 4.1 LOCK-UP AGREEMENT This LOCK-UP AGREEMENT (this “Agreement”) is made as of October 22, 2021, by and between the undersigned person or entity (the “Restricted Holder”) and Guerrilla RF, Inc. (formerly known as Laffin Acquisition Corp.), a Delaware corporation (the “Parent”). Capitalized terms used and not otherwise defined her |
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| October 27, 2021 |
Exhibit 10.14 |
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| October 27, 2021 |
Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into effective as of January 1, 2020, by and between GUERRILLA RF, INC., a Delaware Corporation (hereinafter the “Company”), and RYAN PRATT (hereinafter the “Executive”). WHEREAS, Executive has served as the Company’s President and Chief Executive Officer since the Company’s inception; WHER |
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| October 27, 2021 |
EX-10.2 9 ea149216ex10-2guerrilla.htm OFFER LETTER, DATED JUNE 14, 2019, BY AND BETWEEN MARK MASON AND GUERRILLA RF, INC Exhibit 10.2 Ryan Pratt Guerrilla RF 1196 Pleasant Ridge Rd ., Suite 5 Greensboro, NC 27409 June 14, 2019 Mark Mason [Address] Kernersville, NC [zip] Dear Mark Mason: It is our pleasure to confirm our offer of employment to you as Chief Operations Officer at Guerrilla RF. In thi |
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| October 27, 2021 |
Exhibit 10.3 Ryan Pratt Guerrilla RF 1196 Pleasant Ridge Rd., Suite 5 Greensboro, NC 27409 October 28, 2016 John Berg 3721 Surrey Way Ct. Winston-Salem, NC 27106 Dear John Berg: It is our pleasure to confirm our offer of employment to you as Chief Financial Officer at Guerrilla RF. In this position, you will report directly to Ryan Pratt beginning Monday December 5, 2016. Your salary will be $36,0 |
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| October 27, 2021 |
EX-10.7 14 ea149216ex10-7guerrilla.htm FORM OF INDEMNITY AGREEMENT (DIRECTORS AND OFFICERS) Exhibit 10.7 INDEMNITY AGREEMENT This Indemnity Agreement, dated as of , 2021 is made by and between Guerrilla RF, Inc., a Delaware corporation (the “Company”), and , a director and/or officer of the Company or one of the Company’s subsidiaries who satisfies the definition of Indemnifiable Person set forth |
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| October 27, 2021 |
EX-3.1 3 ea149216ex3-1guerrilla.htm CERTIFICATE OF MERGER RELATING TO THE MERGER OF GUERRILLA RF ACQUISITION CO. WITH AND INTO GUERRILLA RF, INC., FILED WITH THE SECRETARY OF STATE OF THE STATE OF DELAWARE ON OCTOBER 22, 2021 Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF MERGER FOR THE MERGER OF GUERRILLA RF ACQUISITION CO. WITH AND INTO GUERRILLA RF, INC. October 22, 2021 Pursuant to Section 251(c |
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| October 27, 2021 |
EX-3.2 4 ea149216ex3-2guerrilla.htm AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, FILED WITH THE SECRETARY OF STATE OF THE STATE OF DELAWARE ON OCTOBER 22, 2021 Exhibit 3.2 LAFFIN ACQUISITION CORP. AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Laffin Acquisition Corp., a Delaware corporation, hereby certifies as follows: 1. The date of filing of its original Certificate of Incorporation w |
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| October 27, 2021 |
EX-99.3 26 ea149216ex99-3guerrilla.htm UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS Exhibit 99.3 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS AS OF AND FOR THE SIX MONTHS ENDED JUNE 30, 2021. Unaudited Pro Forma Combined Financial Information Laffin Acquisition Corp. (“Laffin”) was incorporated in the State of Delaware on November 9, 2020. On October 22, 2021, Laffin’s wholly-owned subsi |
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| October 27, 2021 |
EX-10.6 13 ea149216ex10-6guerrilla.htm DISTRIBUTION AGREEMENT, DATED JULY 11, 2016, BY AND BETWEEN RICHARDSON RFPD, INC. AND GUERRILLA RF, INC Exhibit 10.6 |
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| October 27, 2021 |
EX-2.1 2 ea149216ex2-1guerrilla.htm AGREEMENT AND PLAN OF MERGER AND REORGANIZATION AMONG LAFFIN ACQUISITION CORP., GUERRILLA RF ACQUISITION CO. AND GUERRILLA RF, INC Exhibit 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among LAFFIN ACQUISITION CORP., a Delaware corporation GUERRILLA RF ACQUISITION CO., a Delaware corporation and GUERRILLA RF, INC., a Delaware corporation October 22, 2021 T |
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| October 27, 2021 |
Exhibit 99.4 Guerrilla RF Goes Public in a Reverse Merger Transaction and Raises Over $7 Million in Private Placement Financing Company Recently Recognized as No. 489 on Inc. Magazine?s Annual Inc. 5000 List, the Most Prestigious Ranking of the Nation?s Fastest-growing Private Companies GREENSBORO, N.C., ?October 27, 2021?Guerrilla RF, Inc. (?Guerrilla RF?), a leading manufacturer of high-performa |
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| October 27, 2021 |
Exhibit 10.9 SUBSCRIPTION AGREEMENT This Subscription Agreement (this ?Agreement?) has been entered into by and between the purchaser set forth on the Omnibus Signature Page hereof (the ?Purchaser?) and Laffin Acquisition Corp. (to be renamed ?Guerrilla RF, Inc.? upon consummation of the Merger (as defined below)), a Delaware corporation (the ?Company?) in connection with the private placement off |
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| October 27, 2021 |
EX-10.12 19 ea149216ex10-12guerrilla.htm 2021 EQUITY INCENTIVE PLAN AND FORM OF AWARD AGREEMENTS Exhibit 10.12 GUERRILLA RF, INC. 2021 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Unless otherwise defined in this Stock Option Award Agreement (this “Option Agreement”), any capitalized terms used herein will have the same meaning ascribed to them in the Guerrilla RF, Inc. 2021 Equity Incentive |
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| October 27, 2021 |
Exhibit 10.5 |
