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Lantronix CFO vests 30,809 shares, none sold

Lantronix’s CFO had RSUs vest and convert into common stock, with a portion of shares withheld to cover tax obligations.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LANTRONIX INC (LTRX) reported that Chief Financial Officer Brent Michael Stringham settled multiple restricted stock unit (RSU) awards on September 1, 2026. RSU exercises converted 30,809 RSUs into common shares, and 13,516 shares were withheld at about $5.15 per share to cover tax obligations, with no open-market buys or sells and no Rule 10b5-1 plan reported.

Positive

  • None.

Negative

  • None.
Insider Stringham Brent Michael
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F1 551 $0.00 $0.00
Exercise Restricted Stock Units F2 3,224 $0.00 $0.00
Exercise Restricted Stock Units F3 8,571 $0.00 $0.00
Exercise Restricted Stock Units F5 18,463 $0.00 $0.00
Exercise Common Stock F1 551 $0.00 $0.00
Exercise Common Stock F2 3,224 $0.00 $0.00
Exercise Common Stock F3 8,571 $0.00 $0.00
Tax Withholding Common Stock F4 5,415 $5.15 $28K
Exercise Common Stock F5 18,463 $0.00 $0.00
Tax Withholding Common Stock F6 8,101 $5.15 $42K
Holdings After Transaction: Restricted Stock Units — 98,740 contracts (Direct); Common Stock — 128,877 shares (Direct)
Footnotes (6)
  1. F1. 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.
  2. F2. Represents outstanding RSUs granted on October 1, 2024. The RSUs shall vest such that one-third (1/3) of the shares vest on September 1, 2025 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on December 1, 2025, such that one hundred percent (100%) of the RSUs will be fully vested on September 1, 2027. Each RSU represents the right to receive one share of the issuer's common stock.
  3. F3. Represents RSUs granted on July 11, 2025. The RSUs shall vest such that one-third (1/3) of the shares vest on July 11, 2026 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on September 1, 2026, such that one hundred percent (100%) of the RSUs will be fully vested on June 1, 2028.
  4. F4. In accordance with the terms of the applicable RSU award agreements, 5,415 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.
  5. F5. On July 11, 2025, the reporting person was granted RSUs with performance-based vesting requirements. The number of RSUs that were eligible to vest based on certain earnings per share targets and revenue targets for fiscal 2026 shall vest such that 18,463 shares vest on September 1, 2026 and the remaining 25,852 shares vest quarterly thereafter beginning December 1, 2026 such that one hundred percent (100%) of the RSUs will be fully vested on June 1, 2028.
  6. F6. In accordance with the terms of the applicable RSUs with performance-based vesting requirements award agreements, 8,101 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.
RSUs converted 30,809 RSUs Total RSUs exercised or converted into common stock on September 1, 2026
Shares withheld for taxes 13,516 shares Total shares delivered or withheld to cover tax liability on September 1, 2026
Time-based RSU tax withholding 5,415 shares Shares of common stock withheld at vesting under RSU award agreements
Performance-based RSU tax withholding 8,101 shares Shares withheld at vesting under performance-based RSU award agreements
Tax withholding share price $5.15 per share Price used for code F tax-withholding transactions on common stock
Individual RSU conversions 551, 3,224, 8,571, 18,463 RSUs Four RSU tranches converting into common stock on September 1, 2026
Restricted Stock Units financial
"Represents outstanding restricted stock units ("RSUs") granted on October 3, 2023"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based vesting requirements financial
"RSUs with performance-based vesting requirements"
tax withholding financial
"shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
earnings per share targets financial
"eligible to vest based on certain earnings per share targets and revenue targets"

FAQ

What did LTRX’s CFO transact in this Form 4 filing?

Lantronix’s CFO Brent Michael Stringham reported RSU vestings and exercises converting 30,809 RSUs into common stock on September 1, 2026, plus related share withholdings for taxes. These are equity award settlements, not open-market purchases or sales.

How many LANTRONIX INC (LTRX) RSUs were converted to common stock?

A total of 30,809 RSUs were exercised or converted into Lantronix common stock, as shown in the transaction summary for September 1, 2026.

How many LTRX shares were withheld for tax withholding in this filing?

In total, 13,516 shares of Lantronix common stock were withheld at vesting to cover required tax withholding, consisting of 5,415 shares from time-based RSUs and 8,101 shares from performance-based RSUs.

Were Lantronix (LTRX) shares bought or sold on the market by the CFO?

No open-market purchases or sales are reported. The transactions reflect RSU exercises and share withholdings for tax obligations, including code F entries described as payment of tax liability by delivering or withholding securities.

What price per share was used for LTRX tax withholding in the Form 4?

Shares withheld for taxes were valued at about $5.15 per share, applied to 5,415 and 8,101 shares of Lantronix common stock in the tax-withholding transactions.

Were the LTRX CFO’s transactions under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as being pursuant to a trading plan, and no footnote indicates that these transactions were executed under a Rule 10b5-1 plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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 CALIFORNIA 92618

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
LANTRONIX INC [ LTRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/01/2026M(1)551A$0112,135D
Common Stock09/01/2026M(2)3,224A$0115,359D
Common Stock09/01/2026M(3)8,571A$0123,930D
Common Stock09/01/2026F(4)5,415D$5.15118,515D
Common Stock09/01/2026M(5)18,463A$0136,978D
Common Stock09/01/2026F(6)8,101D$5.15128,877D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)09/01/2026M551 (1) (1)Common Stock551$00D
Restricted Stock Units(2)09/01/2026M3,224 (2) (2)Common Stock3,224$012,893D
Restricted Stock Units(3)09/01/2026M8,571 (3) (3)Common Stock8,571$059,995D
Restricted Stock Units(5)09/01/2026M18,463 (5) (5)Common Stock18,463$025,852D
Explanation of Responses:
1. 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.
2. Represents outstanding RSUs granted on October 1, 2024. The RSUs shall vest such that one-third (1/3) of the shares vest on September 1, 2025 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on December 1, 2025, such that one hundred percent (100%) of the RSUs will be fully vested on September 1, 2027. Each RSU represents the right to receive one share of the issuer's common stock.
3. Represents RSUs granted on July 11, 2025. The RSUs shall vest such that one-third (1/3) of the shares vest on July 11, 2026 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on September 1, 2026, such that one hundred percent (100%) of the RSUs will be fully vested on June 1, 2028.
4. In accordance with the terms of the applicable RSU award agreements, 5,415 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.
5. On July 11, 2025, the reporting person was granted RSUs with performance-based vesting requirements. The number of RSUs that were eligible to vest based on certain earnings per share targets and revenue targets for fiscal 2026 shall vest such that 18,463 shares vest on September 1, 2026 and the remaining 25,852 shares vest quarterly thereafter beginning December 1, 2026 such that one hundred percent (100%) of the RSUs will be fully vested on June 1, 2028.
6. In accordance with the terms of the applicable RSUs with performance-based vesting requirements award agreements, 8,101 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.
/s/ Brent Stringham09/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)