SC 13G: Guerrilla RF, Inc.

AI Summary

SC 13G filing by Guerrilla RF, Inc..

Risk Assessment

Risk Level: low

FAQ

Filing Documents

• guer13g.htm (SC 13G) — 39KB
• 0001781002-24-000033.txt ( ) — 41KB

Ownership

ITEM 4. Ownership. See cover page.

Ownership of Five Percent or Less of a Class

ITEM 5. Ownership of Five Percent or Less of a Class. N/A

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Bleichroeder LP ("Bleichroeder"), an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is deemed to be the beneficial owner of 800,000 shares, or 7.73%, of the common stock ("Common Stock") believed to be outstanding based on (i) the 7,937,079 shares of common stock outstanding as of March 4, 2024 as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the SEC on April 9, 2024, plus (ii) the approximately 2,006,293 shares of Common Stock reported as issued in a private placement equity financing in the Issuer's Form 8-K filed with the SEC on April 1, 2024, plus (iii) the number of shares of Common Stock underlying warrants beneficially owned by Bleichroeder. The 800,000 shares include 400,000 shares of Common Stock and 400,000 shares of Common Stock issuable upon exercise of warrants. Clients of Bleichroeder have the right to receive and the ultimate power to direct the receipt of dividends from, or the proceeds of the sale of, such securities.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON. See Exhibit 99.2.

Identification and Classification of Members of the Group

ITEM 8. Identification and Classification of Members of the Group. N/A

Notice of Dissolution of Group

ITEM 9. Notice of Dissolution of Group N/A SCHEDULE 13G Issuer: Guerrilla RF, Inc. CUSIP No.: 40162G203

Certification

ITEM 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of such securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under Section 240.14a-11. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: April 16, 2024 BLEICHROEDER LP Signature: /s/ Michael M. Kellen Name/Title: Michael M. Kellen, Chairman And CO-CEO BLEICHROEDER HOLDINGS LLC Signature: /s/ Michael M. Kellen Name/Title: Michael M. Kellen, Chairman And CO-CEO Exhibit 99.1 AGREEMENT OF THE REPORTING PERSONS The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that such person or entity knows or has reason to believe that such information is inaccurate. This agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument. Dated: April 16, 2024 BLEICHROEDER LP Signature: /s/ Michael M. Kellen Name/Title: Michae

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