Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4 
   

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* Stringham Brent Michael (Last) (First) (Middle) C/O LANTRONIX, INC 48 DISCOVERY SUITE 250 (Street) IRVINE CA 92618 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol LANTRONIX INC [ LTRX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Acctg Ofcr, Interim CFO
	3. Date of Earliest Transaction (Month/Day/Year) 12/01/2024
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	12/01/2024		A(1)		312	A	$0	72,774	D
Common Stock	12/01/2024		A(2)		375	A	$0	73,149	D
Common Stock	12/01/2024		A(3)		666	A	$0	73,815	D
Common Stock	12/01/2024		A(4)		550	A	$0	74,365	D
Common Stock	12/01/2024		F(5)		677	D	$3	73,688	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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 Units	(1)	12/01/2024		A		312		(1)	(1)	Common Stock	312	$0	938	D
Restricted Stock Units	(2)	12/01/2024		A		375		(2)	(2)	Common Stock	375	$0	1,500	D
Restricted Stock Units	(3)	12/01/2024		A		666		(3)	(3)	Common Stock	666	$0	2,001	D
Restricted Stock Units	(4)	12/01/2024		A		550		(4)	(4)	Common Stock	550	$0	3,851	D

Explanation of Responses:

1. Represents outstanding restricted stock units ("RSUs") granted on September 13, 2021. The remaining unvested shares subject to the RSUs vest ratably in equal quarterly installments through September 1, 2025. Each RSU represents the right to receive one share of the issuer's common stock.

2. Represents outstanding restricted stock units ("RSUs") granted on January 2, 2022. The remaining unvested shares subject to the RSUs vest ratably in equal quarterly installments through December 1, 2025. Each RSU represents the right to receive one share of the issuer's common stock.

3. Represents outstanding restricted stock units ("RSUs") granted on September 1, 2022. The remaining unvested shares subject to the RSUs vest ratably in equal quarterly installments through September 1, 2025. Each RSU represents the right to receive one share of the issuer's common stock.

4. Represents outstanding restricted stock units ("RSUs") granted on October 3, 2023. The remaining unvested shares subject to the RSUs vest ratably in equal quarterly installments through September 1, 2026. Each RSU represents the right to receive one share of the issuer's common stock.

5. In accordance with the terms of the applicable RSU award agreements, 677 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.

	/s/ Brent Stringham	12/03/2024
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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