LANTRONIX INC — Director's Dealing 2020

Sep 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LANTRONIX INC (LTRX)
CIK: 0001114925
Period of Report: 2020-08-31

Reporting Person: Hakam Fathi (Vice President of Engineering)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-31	Common Stock	A	13792	—	Acquired	41965	Direct
2020-08-31	Common Stock	F	4769	$5.37	Disposed	37196	Direct
2020-09-01	Common Stock	M	6250	—	Acquired	43446	Direct
2020-09-01	Common Stock	F	2161	$5.21	Disposed	41285	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-09-01	Restricted Stock Units	$	M	6250	Disposed		Common Stock (6250)	Direct

Footnotes

F1: On October 18, 2019, the reporting person was granted Restricted Stock Units ("RSUs") with performance-based vesting requirements. One third of the target number of RSUs subject to the award are eligible to vest in each of the three years beginning in fiscal 2020 based on certain earnings per share targets, revenue targets and relative total stockholder return conditions. This transaction reflects the vesting and payment of 13,792 RSUs subject to the award on August 31, 2020 with respect to the performance conditions that were satisfied for fiscal 2020.

F2: In accordance with the terms of the applicable RSU award agreement, 4,769 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.

F3: On August 31, 2018, the reporting person was granted 100,000 RSUs that were scheduled to vest as follows: (a) 25% of the RSUs (25,000 shares) vested on September 1, 2019 and (b) 1/16 of the RSUs vest quarterly thereafter, such that one hundred percent (100%) of the RSUs will be fully vested on September 1, 2022. This transaction reflects the vesting and payment of 6,250 RSUs subject to the award on September 1, 2020.

F4: In accordance with the terms of the applicable RSU award agreement, 2,161 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.

F5: RSUs convert into common stock on a one-for-one basis.