OTC: GUER

We possess in-house design, applications, sales, and customer support functions as a fabless semiconductor company. We outsource the manufacture and production of our MMIC products to subcontractors, providing access to multiple semiconductor process technologies. Our primary external wafer foundries are located in Taiwan and Singapore, and our primary assembly and test supplier is located in Malaysia. We have also contracted with wafer foundries in the United States of America. We have produced and distributed in excess of 200 million products to over 300 end customers worldwide.

Our Industry

Global demand for ubiquitous, always-on connectivity has increased over the past several years, driving data traffic over wireless and wired networks. We believe that wireless and wired markets are undergoing multi-year technology upgrade cycles to keep pace with this demand.

Cellular operators have been migrating to 5G technology to improve efficiency, increase data throughput, reduce signal latency, and enable massive machine-to-machine connectivity. Because 5G networks operate on different frequencies (low-, mid-, and high-band spectrum) and coexist with prior cellular standards, we believe 5G deployments will increase the content opportunity for Guerrilla RF’s infrastructure RF products. As an example, over the past several years, automakers have added more entertainment and safety features to their automobiles due in part to customer demands and in part due to increased demand for electric vehicles (EV) and an increasing focus on the development of autonomous vehicle technologies. We expect this trend to continue to increase demand for RF semiconductors in modern automobiles. We believe this trend offers a growing content opportunity for Guerrilla RF’s automotive RF products.

The COVID-19 pandemic placed even more demand on the need for contactless and wireless communication in all aspects of human existence. Our technology helps meet that demand and facilitates rapid and contactless communication.

Our Markets

Our business is diversified across the following markets: Wireless Infrastructure, Automotive, and Catalog Markets.

Wireless Infrastructure

The wireless infrastructure market is evolving with the deployment of 5G networks operating across sub-7 GHz and millimeter-wave frequencies. Many of these networks incorporate massive MIMO (mMIMO) active antenna arrays, significantly increasing the number of RF transmit and receive channels. To meet these demands, 5G networks require a diverse portfolio of highly efficient RF solutions that enhance capacity, expand coverage, and maintain a compact form factor.

We support wireless infrastructure OEMs worldwide with a comprehensive portfolio of RF solutions covering all major frequency bands below 7 GHz. Additionally, our Satellite Communication (SatCom) solutions enable seamless connectivity between satellite and cellular infrastructure, enhancing network reach and reliability.

Our expanding product portfolio, which includes a wide range of gain, linearity, and noise figure performance, is well-suited for various demanding applications across the wireless infrastructure market and beyond.

Automotive

Next-generation wireless technologies are driving advancements in automotive connectivity, enabling new use cases such as Vehicle-to-Everything (V2X) communication, which supports direct, high-speed data exchange between vehicles, infrastructure, and other connected devices. These emerging applications demand sophisticated RF solutions capable of operating across multiple protocols, including GPS, satellite radio, DAB, WiFi, 5G (sub-7 GHz), and UWB. As the automotive industry continues to integrate advanced wireless technologies, the need for high-performance, reliable RF components will only continue to grow.

Catalog Markets

Our catalog markets continue to grow as our products find applications in an expanding range of RF systems. These markets, which we collectively refer to as "Catalog Markets," include satellite navigation, cellular repeaters, point-to-point radios, RFID/asset tracking, defense, wireless audio, test and measurement, and other high-performance RF applications.

Our satellite navigation solutions enable precision location tracking for industries such as agriculture, aviation, maritime, mining, and construction. In the cellular repeater and point-to-point radio markets, our products support network densification and expanded coverage, improving connectivity in challenging environments. Additionally, our RF solutions enhance RFID/asset tracking and defense radios by enabling longer battery life and improved signal coverage.

As demand for high-performance RF solutions continues to evolve, our expanding portfolio—featuring a wide range of gain, linearity, and noise figure performance—positions us to serve a growing array of applications across multiple industries.

Our Products

Our portfolio of products has been developed to improve performance, reduce complexity, enable smaller form factors, and solve other critical RF challenges.

Wireless Infrastructure

Our solutions for satellite communications (SatCom) and massive MIMO (mMIMO) systems include low-noise amplifiers (LNAs), linear driver amplifiers, digital step attenuators, and discrete power amplifiers (PAs) for both point-to-point and multipoint applications. Additionally, we have developed gallium nitride (“GaN”) amplifier modules and are actively expanding our wireless infrastructure product portfolio to meet the evolving demands of the industry.

Automotive

We offer a comprehensive range of automotive RF connectivity solutions, including low-noise amplifiers (LNAs), linear driver amplifiers, switches, power amplifiers (PAs), and front-end modules. Designed to meet or exceed AEC-Q101 quality and reliability standards, our products support the stringent requirements of the automotive industry. We supply these high-performance solutions to automotive OEMs, tier-1 suppliers, and chipset vendors, enabling advanced connectivity in modern vehicle systems.

Catalog Markets

We supply a diverse range of standard RF catalog components to multiple markets. Our products' unique combination of low noise, broad bandwidth, and high linearity makes them well-suited for various applications, including wireless audio equipment, defense and first responder two-way radios, test and measurement equipment, cellular repeaters, and wireless backhaul point-to-point links. Additionally, our technology is widely used in RFID (Radio Frequency Identification), IoT (Internet of Things), Satellite Communication (SatCom), GPS (Global Positioning System), and ISM (Industrial, Scientific, and Medical) broadband applications, where high performance and reliability are critical.

Our Operations

Research and Development

Since our inception, we have focused on under-served markets by providing industry-leading performance in discrete and integrated RF devices including ultra-low noise amplifiers (Ultra-LNAs), gain blocks, drivers, PAs, switches, mixers, power detectors, digital step attenuators, and infrastructure-class high power amplifiers.

We invest in research and development ("R&D") to develop products necessary to serve our target markets. Our R&D activities typically support competitive design win opportunities for significant programs at key customers, which require best-in-class performance, size, cost, and functional density. We also invest in R&D to develop new products for broader market applications. Our R&D efforts require us to focus on continuous improvement and innovation in fundamental areas, including software, simulation and modeling, systems architecture, circuit design, device packaging, module integration, and test-related materials and designs.

As a fabless semiconductor company, we utilize our wafer foundry manufacturing suppliers’ GaAs, GaN, and SOI CMOS process technologies. We combine these technologies with proprietary design methods, IP, and applications engineering expertise to improve performance, increase integration and reduce the size and cost of our products.

We work with our package and test suppliers to develop and qualify advanced packaging technologies to reduce component size, improve performance and reduce package costs. Our manufacturing partners’ capabilities enable us to bring these technologies to market in high volumes. R&D expenses totaled $8.6 million for the year ended December 31, 2025, and $9.7 million for the year ended December 31, 2024. R&D activities in 2025 focused on developing and releasing 20 new products to bring our product catalog to a total of 183 products at the end of 2025.

Raw Materials

We utilize an outsourced manufacturing model, and our manufacturing suppliers purchase raw materials to support our requirements. Our suppliers typically use industry-standard raw materials, which reduces supply chain risk. In addition, we purchase passive components for use in modules that include tuning components.

We collaborate with global manufacturing partners to produce our products, leveraging international expertise and resources to enhance operational efficiency. However, our global supply chain is subject to various challenges that may impact the availability of raw materials, including trade restrictions, tariffs, and supply-demand imbalances.

Geopolitical tensions and policy changes could result in international trade restrictions, potentially limiting access to critical components or materials. To mitigate these risks, we work closely with our manufacturing partners to establish long-term strategic relationships that enhance supply chain resilience. These partnerships allow us to forecast product needs, maintain adequate manufacturing capacity, and ensure continuity in raw material availability. Additionally, we regularly evaluate and expand our supplier base, redesign products to incorporate alternative raw materials, qualify multiple wafer foundries, and extend or add supply commitments to increase flexibility within our supply chain.

The potential imposition of tariffs on imported goods presents another challenge, as it can increase costs and disrupt established supply chains. These additional costs may impact the availability and pricing of essential raw materials, requiring us to proactively manage sourcing strategies to mitigate financial and operational risks.

Furthermore, global supply-demand imbalances could lead to raw material shortages, particularly when demand outpaces available supply. These fluctuations may affect production schedules and overall manufacturing efficiency.

In anticipation of these potential challenges, we are committed to closely monitoring global supply chain dynamics and proactively working with our manufacturing partners to ensure stability. By maintaining strong supplier relationships, diversifying sourcing strategies, and implementing contingency plans, we have and continue to take steps to mitigate potential disruptions and sustain long-term operational success.

Manufacturing

We believe that our outsourced manufacturing strategy allows us to identify the optimum semiconductor process technology for each product while ensuring we pay competitive prices for manufacturing services. Our manufacturing suppliers are located in East Asia and the United States of America. We qualify additional manufacturing sites and sources of supply to reduce the risk of supply interruptions or price increases, and we closely monitor our suppliers’ key performance indicators. In addition, we seek to ensure that materials and manufacturing services are available from multiple sources. Our product manufacturing comprises a two-step process: (i) wafer fabrication; and (ii) packaging. Wafers are produced in wafer foundries by subcontractors and shipped to our assembly subcontractors for packaging. Most of our products are manufactured by placing die on a copper lead frame. We use bond wires to connect terminals on the package to the appropriate pads on the die. Material composition and wire length significantly affect the performance of the end product. Once a product has completed manufacturing, each device is RF-tested to ensure it meets published specifications. We transfer compliant devices to tape and reel -- the generally accepted method customers use in their downstream manufacturing processes.

We subcontract with multiple wafer foundries located in Taiwan, Singapore, and the United States of America. We currently utilize GaAs HBT, GaAs pHEMT, SOI, and GaN process technologies.

Manufacturing yields vary significantly based on many factors, including product complexity, performance requirements, and the maturity of the chosen manufacturing processes. To maximize wafer yields and quality, parameters are measured throughout the manufacturing process to ensure the systems are in control and produce the expected outputs. Ongoing reliability monitoring and numerous quality control inspections are also conducted throughout the production flow to ensure that we deliver high-quality products to our customers. Semiconductor fabrication is a specialized field requiring highly controlled and clean environments. As a result, the die on a wafer can become defective due to minute impurities, variances in the fabrication process, or defects in the masks used to transfer circuit patterns onto the wafers.

Our subcontractors’ manufacturing facilities are certified to the ISO 9001 quality standard, and select locations are accredited to additional automotive (IATF 16949) and environmental (ISO 14001) standards. These stringent standards are audited and certified by third-party certification bodies. The ISO 9001 standard is the international standard for creating a quality management system. IATF 16949 is the highest international quality standard for the global automotive industry and incorporates specific additional requirements for the automotive industry. ISO 14001 is an internationally agreed-upon standard for an environmental management system. Many of our key vendors and suppliers are certified to be compliant with these standards.

Our Customers

We design, develop, manufacture, and market products for leading domestic and international original equipment manufacturers and original design manufacturers. We also collaborate with leading reference design partners and design consultants globally.

Our products serve the needs of a wide variety of customers across multiple industries including automotive, infrastructure, SatCom, cellular boosters/DAS, and general catalog components. Within general catalog components our customers purchase our products for various RF applications including wireless audio, RFID, and Internet of Things. The majority of sales are made via independent distributions accounting for 93% of all revenue in 2025 and 96% in 2024.

Governmental Regulation

The semiconductor industry in which we operate is highly regulated, and the products and solutions we provide are subject to a complex set of federal, state, and country-specific laws and regulations. We are also subject to the U.S. Foreign Corrupt Practices Act (“FCPA”), which prohibits improper payments or offers of payments to foreign governments and their officials for the purpose of obtaining or retaining business and requires companies to maintain accurate books and records and a system of internal accounting controls.

Import/Export Controls

Sales to international customers are subject to the U.S. Department of Commerce import/export controls. A license may be required to export a product to a customer depending on the technical capability of the underlying product, the actual end customer purchaser, the known end use of the product, or due to the export country location. Most of the products, services, and technologies that fall within the scope of the Export Administration Regulations are not specifically controlled for export and are classified as “EAR99”.
As of December 31, 2025, none of our products were subject to export licenses and, as such, were classified as EAR99. As such, they fall under the U.S. Department of Commerce's jurisdiction and are not included in the U.S. Department of Commerce’s Control List. We are also required to adhere to the Entity List published by the U.S. Department of Commerce’s Bureau of Industry and Security (https://www.bis.doc.gov/index.php/policy-guidance/lists-of-parties-of-concern/entity-list ).

We are also subject to import/export controls, tariffs, and other trade-related regulations and restrictions in countries where we conduct business. These controls, tariffs, regulations, and restrictions (including those related to, or affected by, United States-China relations, as discussed below) may impact our business, including our ability to sell products and manufacture or source components.

Environmental

Guerrilla RF and our overseas manufacturing subcontractors are subject to various extensive and changing domestic and international federal, state, and local governmental laws, regulations, and ordinances related to the use, storage, discharge, and disposal of toxic, volatile, or otherwise hazardous chemicals used in the manufacturing process.

We monitor our manufacturing subcontractors and their compliance with applicable environmental laws and regulations.

We require that our suppliers certify their compliance with applicable environmental laws and regulations related to hazardous materials used in the manufacturing, assembly, and testing of our products, particularly materials retained in the final product. In addition, we have developed specific restrictions on the content of certain hazardous materials in our products and those of our suppliers and outsourced manufacturers and subcontractors. This practice helps ensure our products are compliant with the requirements of the markets into which we sell our products and with our customers’ needs.

Other Governmental Regulations

Government regulations are subject to change in the future. Accordingly, we cannot assess the possible effect of compliance with future requirements or whether our compliance with such regulations will materially impact our business, results of operations, or financial condition.

Sales and Marketing

We sell our products worldwide through a network of U.S. and foreign sales representative firms and distributors, and directly to customers. We select our domestic and foreign sales representatives based on their technical skills and sales expertise, complementary product lines, and customer bases. In addition, we provide ongoing educational training about our products to our internal and external sales representatives and distributors. We maintain an internal sales and marketing organization responsible for key account management, customer application engineering support, sales, and advertising literature, and technical presentations for industry conferences. Our direct sales personnel are located throughout the world. We handle all our technical customer support out of our headquarters in Greensboro, N.C.

Our website contains extensive product information and includes state-of-the-art parametric search tables that allow engineers to locate products quickly and easily. Customers can learn about our products, and download datasheets, product catalogs, s-parameters, application notes, and many other technical documents from our website. Our team of application engineers interacts with customers during all design and production stages, maintains regular contact with customer engineers, provides product application notes and engineering data, and assists in resolving technical problems. We maintain close relationships with our customers and provide them with technical support to help them anticipate future product needs. We actively seek their input to guide our product roadmaps.

Seasonality

Our sales are generated via standard purchase orders or specific agreements with customers. Historically, we have experienced seasonal fluctuations in the sale of our products driven by our customers' individual demands, oftentimes with the third and fourth quarters of our fiscal year experiencing stronger customer sales demands.

Competition

We operate in competitive environments across all of our markets. Our end-user customers’ product life cycles can be relatively long compared to mobile phones or similar consumer products. For example, wireless infrastructure and automotive market product life cycles can be in the 5-10 year range compared to the 12-18 month range for mobile phones or similar products. Our ability to effectively compete is primarily determined by our ability to innovate with new products, improve existing products already on the market, maintain close relationships with our supply chain partners and key customers, and deliver new and improved products before our competitors. In addition, our competitiveness is affected by the quality of our customer service and technical support.

We compete primarily with Qorvo, Inc., NXP Semiconductors N.V., Skyworks Solutions, Inc., and MACOM Technology Solutions Inc.

Many of our current and potential competitors have entrenched market positions and customer relationships, established patents, and other intellectual property and substantial technological capabilities. The selection process for our products is highly competitive, and our end-user customers provide no guarantees that they will include our products in the next generation of their products. Additionally, many of our competitors may have significant financial, technical, manufacturing, and marketing resources, which may allow them to implement new technologies and develop new products more quickly.

Intellectual Property (IP)

Our IP, including patents, copyrights, trademarks, and trade secrets, is essential to our business, and we actively seek opportunities to leverage our IP portfolio to promote our business interests. We also actively seek to monitor and protect our global IP rights and deter unauthorized use of our IP and other assets. Such efforts can be complex because of the absence of consistent international standards and laws. Moreover, we respect the IP rights of others and strive to mitigate the risk of infringing or misappropriating third-party IP.

Patent applications are filed within the U.S. and may be filed in other countries where we have a market presence. On occasion, some applications do not mature into patents for various reasons, including rejections based on prior art. In addition, the laws of some foreign countries do not protect IP rights to the same extent as U.S. laws. We have two patents, each of which will expire in February 2034. Because of our rapid innovation and product development and the comparatively slow pace of patenting processes, our products could be obsolete before the related patents expire or are granted. However, we believe the duration and scope of our patents are sufficient to support our business, which as a whole is not significantly dependent on any one particular patent or IP right.

We periodically register federal trademarks, service marks, and trade names that distinguish our product brand names in the market. We also monitor these marks for their proper and intended use. Additionally, we rely on non-disclosure and confidentiality agreements to protect our interest in confidential and proprietary information that gives us a competitive advantage, including business strategies, unpatented inventions, designs, and process technology. Such information is closely monitored and made available only to those employees whose responsibilities require access to the data.

Rights in trademarks, service marks, and trade names do not have expiration dates. Of those rights, we have nine federal registrations at the United States Patent and Trademark Office (USPTO). The registrations have (and will have) technical expiration dates, but each is renewable indefinitely.

Human Capital

We believe that our employees are our greatest assets, and we must continue to attract, develop, retain, and motivate our employees to remain competitive and execute our business strategy. We strive to meet these objectives by offering competitive pay and benefits in a diverse, inclusive, and safe workplace. In addition, we provide opportunities for our employees to grow and develop their careers.

As of December 31, 2025, we had 50 employees including four international employees. By region, approximately 92% of our total employees are located in the United States and 8% in Asia. By primary job function, about 48% of our employees have engineering or technician roles, 10% are in operations, and 42% have sales, marketing, or other administrative roles. None of our employees are represented by labor unions or covered by collective bargaining agreements. We consider our relationship with our employees to be good.

Competitive Pay and Benefits

We provide compensation and benefits packages that we believe are competitive within our industry. We use a combination of compensation and other programs (which vary by region and salary grade) to attract, motivate and retain our employees, including stock-based compensation, retirement programs, unlimited personal time off, and health and wellness benefits and programs. In addition, we benchmark our compensation and benefits packages annually to remain competitive with our peers and attract and retain talent throughout our organization.

Employee Recruitment, Retention, and Development

We are committed to recruiting, hiring, retaining, promoting, and engaging a diverse workforce to serve our global customers. We have established relationships with professional associations and industry groups to attract talent proactively. In addition, we partner with universities to recruit undergraduate and graduate students for our internship program and entry-level positions. We also invest in employee development programs to provide employees with the training and education they need to help them achieve their career goals and build relevant skills.

We believe our unique corporate culture, competitive compensation and benefits programs, and career growth and development opportunities promote longer employee tenure and reduce turnover. We monitor employee turnover rates as our success depends upon retaining and investing in our highly skilled technical staff. As a result, our attrition rate has consistently been below the technology industry average.

Diversity

We value the uniqueness that an inclusive and diverse global team brings to our Company. Therefore, we are focused on creating an environment that leverages the perspectives and contributions of each employee.

Safety, Health, and Wellness

We prioritize safe working conditions. We are committed to an injury-free workplace and provide dedicated workplace training and leadership support to reduce or eliminate health and safety risks.

Facilities

Our corporate headquarters are located in Greensboro, N.C., where we lease approximately 50,000 square feet of office space under a lease agreement that commenced in the first quarter of 2023 when we took possession of the building. The lease term for our headquarters is 10 years and two months.