AIRGAIN INC — Director's Dealing 2017

Jul 27, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AIRGAIN INC (AIRG)
CIK: 0001272842
Period of Report: 2017-07-24

Reporting Person: GEN3 Capital Partners, LLC (10% Owner)
Reporting Person: GEN3 Capital I L P (10% Owner)
Reporting Person: GEN 3 PARTNERS INC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-07-24	Common Stock	J	11235	$0.00	Disposed	1070771	Indirect

Footnotes

F1: Represents a distribution in-kind to certain shareholders of Gen 3 Partners, Inc. ("Gen 3 Partners") for no value.

F2: Represents 1,043,464 shares of common stock held by GEN3 Capital I, LP ("GEN3 Capital") and 27,307 shares of common stock held by Gen 3 Partners.

F3: The general partner of GEN3 Capital is GEN3 Capital Partners, LLC ("GEN3 LLC"), and Jim K. Sims is the Managing Member of GEN3 LLC. As a result, each of GEN3 LLC and Mr. Sims may be deemed to share beneficial ownership of the shares held by GEN3 Capital. Mr. Sims, Francis X. Egan, Arthur M. Toscanini and Michael Treacy may be deemed to share beneficial ownership of the shares held by Gen 3 Partners in their capacity as directors of Gen 3 Partners. Each of the individuals and entities listed herein disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein.