Sec Form 3 Filing - Sullivan Terrance Ryan @ GBank Financial Holdings Inc. - 2025-04-29-05:00

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Sullivan Terrance Ryan 2. Issuer Name and Ticker or Trading Symbol GBank Financial Holdings Inc. [ GBFH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO, Pres (Issuer & GBank) (Last) (First) (Middle) 9115 WEST RUSSELL ROAD, SUITE 110 3. Date of Earliest Transaction (MM/DD/YY) 04/29-05:00/2025 (Street) LAS VEGAS, NV89148 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 17,567 D Common Stock 187,905 D Common Stock 3,280 D ( 1 ) Common Stock 64,779 I By Bank of George 401(k) FBO Reporting Person Common Stock 9,100 I By Equity Trust FBO Reporting Person

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Grant $ 6.15 ( 2 ) ( 2 ) Common Stock 10,700 I By Reporting Peron and Spouse Restricted Stock Grant $ 9.7 ( 3 ) ( 3 ) Common Stock 5,700 I By Reporting Person and Spouse Restricted Stock Grant $ 9.7 ( 4 ) ( 4 ) Common Stock 4,500 D Restricted Stock Grant $ 13.5 ( 5 ) ( 5 ) Common Stock 50,000 D Restricted Stock Grant $ 21.95 ( 6 ) ( 6 ) Common Stock 16,667 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sullivan Terrance Ryan 9115 WEST RUSSELL ROAD SUITE 110 LAS VEGAS, NV89148 X CEO, Pres (Issuer & GBank) Signatures /s/ Terrance Ryan Sullivan 05/02-05:00/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares are owned by Reporting Person and his spouse, Leslie Sullivan, as joint tenants. ( 2 )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. ( 3 )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. ( 4 )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. ( 5 )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. ( 6 )The restricted stock grant was issued on October 7, 2024 and will vest in full on October 7, 2027.

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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