Edward M. Nigro - Apr 29, 2025 Form 3 Insider Report for GBank Financial Holdings Inc. (GBFH)

Role
Executive Chairman, Director
Signature
/s/ Edward M. Nigro
Stock symbol
GBFH
Transactions as of
Apr 29, 2025
Transactions value $
$0
Form type
3
Date filed
5/5/2025, 01:10 PM
SEC
View on sec.gov

Reporting Owners (3)

Name Relationship Address Signature Signature date CIK
NIGRO EDWARD MICHAEL Executive Chairman, Director 9115 WEST RUSSELL ROAD, SUITE 110, LAS VEGAS /s/ Edward M. Nigro 2025-05-02 0001331633
2000 Universal Holdings LLC Manager 9115 W. RUSSELL RD., STE. 210, LAS VEGAS /s/ Edward M. Nigro, Manager 2000 Universal Holdings, LLC, a Nevada limited liability company 2025-05-02 0002058650
1990 Sovereign Holdings LLC Manager 9115 W. RUSSELL RD., STE. 210, LAS VEGAS /s/ Edward M. Nigro, Manager 1990 Sovereign Holdings, LLC, a Nevada limited liability company 2025-05-02 0002058649

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding GBFH Common Stock 69.4K Apr 29, 2025 Direct
holding GBFH Common Stock 256K Apr 29, 2025 By revocable grantor trust
holding GBFH Common Stock 15.9K Apr 29, 2025 By 2000 Universal Holdings, LLC F1
holding GBFH Common Stock 654K Apr 29, 2025 By 1990 Sovereign Holdings, LLC F2
holding GBFH Common Stock 80K Apr 29, 2025 By GBank 401K PSP & Trust FBO Edward Nigro
holding GBFH Common Stock 83.5K Apr 29, 2025 By GBank ROTH 401k PSP & Trust FBO Edward Nigro

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GBFH Restricted Stock Grant Apr 29, 2025 Common Stock 6.5K $6.15 By revocable grantor trust F3
holding GBFH Restricted Stock Grant Apr 29, 2025 Common Stock 5.7K $9.95 By revocable grantor trust F4
holding GBFH Restricted Stock Grant Apr 29, 2025 Common Stock 4.5K $9.70 Direct F5
holding GBFH Restricted Stock Grant Apr 29, 2025 Common Stock 50K $13.50 Direct F6
holding GBFH Restricted Stock Grant Apr 29, 2025 Common Stock 16.7K $21.95 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares are owned by 2000 Universal Holdings, LLC, a Nevada limited liabiity company of which the Reporting Person is a manager. The Reporting Person disclaims beneficial ownership of the securities owned by this entity except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F2 Shares are owned by the 1990 Sovereign Holdings, LLC, a Nevada limited liability company of which the Reporting Person is a manager. The Reporting Person disclaims beneficial ownership of the securities owned by this entity except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F3 The restricted stock grant was issued on December 18, 2020 and vests in five (5) equal annual installments. The four grants were issued on December 18, 2021, 2022, 2023 and 2024 and the remaining grant will be issued on December 18, 2025.
F4 The restricted stock grant was issued on October 12, 2021 and vests in five (5) equal annual installments. The first three grants were issued on October 12, 2022, 2023 and 2024 and the remaining two grants will be issued on October 12, 2025 and 2026.
F5 The restricted stock grant was issued on October 10, 2022 and vests in three (3) equal annual installments. The first two grants were issued on October 10, 2023 and 2024 and the last grant will be issued on October 10, 2025.
F6 The restricted stock grant was issued on October 25, 2023 and will vest in three (3) equal annual installments. The first grant was issued on October 25, 2024 and the next two grants will be issued on October 25, 2025 and 2026.
F7 The restricted stock grant was issued on October 7, 2024 and will vest in full on October 7, 2027.