Guerrilla RF Inc.

08/12/2024 | Press release | Distributed by Public on 08/12/2024 15:03

Initial Statement of Beneficial Ownership - Form 3

Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person *
NR-PRL Partners, LP
2. Date of Event Requiring Statement (Month/Day/Year)
2024-08-05 		3. Issuer Name and Ticker or Trading Symbol
Guerrilla RF, Inc. [GUER]
(Last) (First) (Middle)
867 BOYLSTON STREET , 5TH FLOOR #1361
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)
BOSTON MA 02116
6. Individual or Join/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security 2. Amount of Securities Beneficially Owned 3. Ownership Form: Direct (D) or Indirect (I) 4. Nature of Indirect Beneficial Ownership
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 2. Date Exercisable and Expiration Date 3. Title and Amount of Securities Underlying Derivative Security 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 6. Nature of Indirect Beneficial Ownership
Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
NR-PRL Partners, LP
867 BOYLSTON STREET
5TH FLOOR #1361
BOSTON, MA02116
X

ELLIS THOMAS B
867 BOYLSTON STREET
5TH FLOOR #1361
BOSTON, MA02116 		X X

HAMMER TODD B
867 BOYLSTON STREET
5TH FLOOR #1361
BOSTON, MA02116 		X X

NR-PRL Partners GP, LLC
867 BOYLSTON STREET
5TH FLOOR #1361
BOSTON, MA02116
X

Signatures

/s/ NR-PRL Partners, LP, By: NR-PRL Partners GP, LLC, By: /s/ Thomas B. Ellis, Managing Member 2024-08-12
**Signature of Reporting Person Date
/s/ NR-PRL Partners GP, LLC, By: /s/ Thomas B. Ellis, Member 2024-08-12
**Signature of Reporting Person Date
/s/ Thomas B. Ellis 2024-08-12
**Signature of Reporting Person Date
/s/ Todd B. Hammer 2024-08-12
**Signature of Reporting Person Date

Explanation of Responses:

(*) If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The securities do not have any expiration date.
(2) The reported warrants are currently exercisable, and they expire on August 5, 2030.
(3) The reported securities are directly held by NR-PRL Partners, LP, and may be deemed to be indirectly beneficially owned by NR-PRL Partners GP, LLC as the general partner of NR-PRL Partners, LP. The reported securities may also be deemed to be indirectly beneficially owned by Thomas B. Ellis and Todd B. Hammer as members of NR-PRL Partners GP, LLC.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.