STOCK TITAN

Lantronix CRO gets 31,121 shares in RSU vesting

Lantronix’s chief revenue officer reported RSU vesting into common stock with a portion of shares withheld for taxes, and no open-market trades disclosed.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LANTRONIX INC (LTRX) reported that Chief Revenue Officer Kurt W. Hoff had multiple restricted stock unit (RSU) vestings and conversions into common stock on September 1, 2026. He exercised RSUs into 31,121 shares of common stock, and 14,189 shares were withheld to cover required tax withholding at $5.15 per share. No Rule 10b5-1 trading plan is reported.

Positive

  • None.

Negative

  • None.
Insider Hoff Kurt W
Role Chief Revenue Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F1 3,468 $0.00 $0.00
Exercise Restricted Stock Units F2 7,118 $0.00 $0.00
Exercise Restricted Stock Units F3 5,200 $0.00 $0.00
Exercise Restricted Stock Units F5 15,335 $0.00 $0.00
Exercise Common Stock F1 3,468 $0.00 $0.00
Exercise Common Stock F2 7,118 $0.00 $0.00
Exercise Common Stock F3 5,200 $0.00 $0.00
Tax Withholding Common Stock F4 7,197 $5.15 $37K
Exercise Common Stock F5 15,335 $0.00 $0.00
Tax Withholding Common Stock F6 6,992 $5.15 $36K
Holdings After Transaction: Restricted Stock Units — 92,104 contracts (Direct); Common Stock — 81,030 shares (Direct)
Footnotes (6)
  1. F1. Represents restricted stock units ("RSUs") granted on July 1, 2024. The RSUs shall vest such that one-third (1/3) of the shares vest on July 1, 2025 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on September 1, 2025, such that one hundred percent (100%) of the RSUs will be fully vested on June 1, 2027.
  2. F2. 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.
  3. F3. Represents RSUs granted on March 5, 2024. The RSUs shall vest such that one-third (1/3) of the shares vest on March 1, 2025 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on June 1, 2025, such that one hundred percent (100%) of the RSUs will be fully vested on March 1, 2027.
  4. F4. In accordance with the terms of the RSU Agreement, 7,197 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 15,335 shares vest on September 1, 2026 and the remaining 21,469 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, 6,992 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.
RSU exercises into common stock 31,121 shares RSUs converted to Lantronix common stock on September 1, 2026
Shares withheld for taxes 14,189 shares Shares of common stock withheld at vesting to cover tax withholding
First tax-withholding block 7,197 shares Common shares withheld for tax withholding under an RSU agreement
Second tax-withholding block 6,992 shares Common shares withheld for tax withholding under performance-based RSUs
Tax withholding price $5.15 per share Price used for common shares withheld to satisfy tax liabilities
RSU performance vesting tranche 15,335 shares Performance-based RSUs vesting on September 1, 2026
Remaining performance-based RSUs 21,469 shares RSUs scheduled to vest quarterly beginning December 1, 2026
Restricted Stock Units financial
"Represents restricted stock units ("RSUs") granted on July 1, 2024."
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."
earnings per share targets financial
"based on certain earnings per share targets and revenue targets"
revenue targets financial
"based on certain earnings per share targets and revenue targets"
tax withholding financial
"shares ... 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.

FAQ

What did LTRX’s Chief Revenue Officer report in this Form 4?

Kurt W. Hoff reported RSU vestings and their conversion into 31,121 shares of Lantronix common stock on September 1, 2026, with a portion of the resulting shares withheld to satisfy tax obligations.

How many Lantronix (LTRX) shares were withheld for taxes in this filing?

A total of 14,189 shares of Lantronix common stock were withheld to cover required tax withholding, consisting of 7,197 shares and 6,992 shares at a price of $5.15 per share.

Were there any open-market purchases or sales by the LTRX insider?

No. The Form 4 shows RSU exercises into common stock and shares withheld to pay tax liabilities. It does not report any open-market purchases or sales of Lantronix common stock.

What RSU grants are referenced for the LTRX Chief Revenue Officer?

The footnotes reference RSU grants dated March 5, 2024, July 1, 2024, and July 11, 2025, including time-based and performance-based vesting schedules running through June 1, 2028.

Was a Rule 10b5-1 trading plan used for these LTRX transactions?

No. The filing indicates that no Rule 10b5-1 plan is affirmatively reported for these RSU exercises and tax-withholding transactions.

What types of securities were involved in the LTRX Form 4 transactions?

The transactions involved Restricted Stock Units (RSUs) that converted into common stock of Lantronix, with some of the resulting common shares withheld to cover tax obligations.

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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*
Hoff Kurt W

(Last)(First)(Middle)
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 Revenue 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)3,468A$067,566D
Common Stock09/01/2026M(2)7,118A$074,684D
Common Stock09/01/2026M(3)5,200A$079,884D
Common Stock09/01/2026F(4)7,197D$5.1572,687D
Common Stock09/01/2026M(5)15,335A$088,022D
Common Stock09/01/2026F(6)6,992D$5.1581,030D
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)09/01/2026M3,468 (1) (1)Common Stock3,468$010,407D
Restricted Stock Units(2)09/01/2026M7,118 (2) (2)Common Stock7,118$049,825D
Restricted Stock Units(3)09/01/2026M5,200 (3) (3)Common Stock5,200$010,403D
Restricted Stock Units(5)09/01/2026M15,335 (5) (5)Common Stock15,335$021,469D
Explanation of Responses:
1. Represents restricted stock units ("RSUs") granted on July 1, 2024. The RSUs shall vest such that one-third (1/3) of the shares vest on July 1, 2025 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on September 1, 2025, such that one hundred percent (100%) of the RSUs will be fully vested on June 1, 2027.
2. 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.
3. Represents RSUs granted on March 5, 2024. The RSUs shall vest such that one-third (1/3) of the shares vest on March 1, 2025 and the remaining two-thirds (2/3) of the total number of shares vest quarterly thereafter beginning on June 1, 2025, such that one hundred percent (100%) of the RSUs will be fully vested on March 1, 2027.
4. In accordance with the terms of the RSU Agreement, 7,197 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 15,335 shares vest on September 1, 2026 and the remaining 21,469 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, 6,992 shares of Lantronix, Inc. common stock were withheld at vesting to cover required tax withholding.
/s/ Brent Stringham, Attorney-in-fact for Kurt Hoff09/03/2026
** 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)