LANTRONIX INC — Director's Dealing 2022

Sep 6, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LANTRONIX INC (LTRX)
CIK: 0001114925
Period of Report: 2022-09-01

Reporting Person: Holliday Roger (VP of Worldwide Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-09-01	Common Stock	M	3125	—	Acquired	85649	Direct
2022-09-01	Common Stock	F	1080	$5.85	Disposed	84569	Direct
2022-09-01	Common Stock	A	22500	—	Acquired	107069	Direct
2022-09-01	Common Stock	S	3750	$5.846	Disposed	103319	Direct
2022-09-02	Common Stock	S	3750	$6.038	Disposed	99569	Direct
2022-09-06	Common Stock	S	3750	$6.059	Disposed	95819	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-01	Restricted Stock Units	$	M	3125	Disposed		Common Stock (3125)	Direct

Footnotes

F1: Represents inducement restricted stock units ("Inducement RSUs") granted on February 4, 2020. The shares subject to the Inducement RSUs shall vest according to the following schedule: 12,500 of the Inducement RSUs vested on March 1, 2021, and the remaining Inducement RSUs shall vest 1/12th each quarter thereafter for a period of 3 years. Each Inducement RSU represents the right to receive one share of the issuer's common stock.

F2: In accordance with the terms of the RSU Agreement, 1,080 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.

F3: On November 2, 2020, the reporting person was granted Restricted Stock Units ("RSUs") with performance-based vesting requirements. A percentage of the target number of RSUs subject to the award are eligible to vest in each of the three years beginning in fiscal 2021 based on certain earnings per share targets and revenue targets. This transaction reflects the vesting and payment of 22,500 RSUs subject to the award on September 1, 2022 with respect to the performance conditions that were satisfied for fiscal 2022.

F4: Represents shares of Lantronix, Inc. common stock sold upon vesting to cover required tax withholding. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F5: This transaction was executed in multiple trades at prices ranging from $5.73 to $5.92. The price reported reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F6: This transaction was executed in multiple trades at prices ranging from $5.78 to $6.15. The price reported reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F7: This transaction was executed in multiple trades at prices ranging from $6.02 to $6.11. The price reported reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.