LANTRONIX INC

Regulatory Filings • Sep 27, 2024

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 24, 2024

LANTRONIX, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-16027	33-0362767
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
48
Discovery , Suite
250 Irvine , California 92618
(Address of Principal Executive Offices, including zip code)
Registrant’s telephone number, including area code: ( 949 ) 453-3990
Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class		Name of each exchange on which registered
Common Stock , $0.0001 par value	LTRX	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 24, 2024, Christa Steele, a member of the Board of Directors (the “Board”) of Lantronix, Inc. (the “Company”), notified the Company of her decision not to stand for re-election at the Company’s 2024 annual meeting of stockholders (the “Annual Meeting”). Ms. Steele will continue to serve as a director and member of the Audit Committee until the Annual Meeting. Effective as of the date of the Annual Meeting, the size of the Board will be reduced to five directors.

“While Christa’s tenure was short, her experience, perspective and contributions were invaluable in supporting the Company during our inflection point,” said Saleel Awsare, President and Chief Executive Officer. “On behalf of management and the Board, we wish her well in all her other endeavors.”

“The Company has accomplished a great deal in these last several months and I am proud to be a part of the Company during its transition,” said Ms. Steele. “I am confident in Lantronix’s future under Saleel’s leadership. At this time, I must shift my focus to other commitments which demand my attention.”

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LANTRONIX, INC.
By:	/s/ Saleel Awsare
	Saleel Awsare
	President and Chief Executive Officer

Date: September 27, 2024

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