SEC FORM 4

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chong Kellie Hyon-Ok

(Last)

(First)

(Middle)

6021 BECKENHAM WAY

(Street)

OAK RIDGE

27310

(City)

(State)

(Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								4,804	I	See footnote.⁽¹⁾
Common Stock								14,229	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽²⁾							⁽³⁾	⁽⁴⁾	Common Stock	4,167		4,167	D
Stock Option	$12							⁽⁵⁾	02/21/2032	Common Stock	21,667		21,667	D
Restricted Stock Unit	⁽²⁾							⁽⁶⁾	⁽⁴⁾	Common Stock	11,793		11,793	D
Stock Option	$3.05	11/17/2025		A		25,000		⁽⁷⁾	11/17/2035	Common Stock	25,000	$0	25,000	D

Explanation of Responses:

1. Represents the Reporting Person's proportionate pecuniary interest in the 24,016 shares of common stock held directly by Ninth Technology, LLC ("Ninth Technology"). The Reporting Person is a member and manager of Ninth Technology. The Reporting Person disclaims beneficial ownership of the shares held by Ninth Technology except to the extent of her proportionate pecuniary interest therein.

2. Each restricted stock unit represents a contingent right to receive one share of common stock upon vesting of the unit.

3. The restricted stock units vest on 1/1/2026, subject to the Reporting Person's continued service through the applicable vesting date.

4. No expiration date.

5. 16,250 of the shares subject to the option have vested, and the remaining shares vest on 1/24/26, subject to the Reporting Person's continued service as of such vesting date.

6. The restricted stock units vest as follows: (i) 5,896 units on 1/1/2026; and (ii) 5,897 units on 1/1/2027, in each case subject to the Reporting Person's continued service through the applicable vesting date

7. The options vest as follows: (i) 6,250 options on 5/21/2026; (ii) 520 options on 6/21/26, and monthly thereafter through 4/21/2029; and (iii) 550 options on 5/21/2029, in each case subject to the Reporting Person's continued service through the applicable vesting date.

	/s/ Iain MacSween, Attorney-in-Fact	11/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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