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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

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

 

Date of Report (Date of earliest event reported): May 25, 2023

 

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:  (949453-3990
 
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 Trading Symbol 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.

 

 

 

 

 

 

 

 

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

 

Resignation of Chief Executive Officer

 

On May 25, 2023, Paul Pickle informed the Board of Directors (the “Board”) of Lantronix, Inc. (the “Company”) that he will be resigning from his roles as President and Chief Executive Officer of the Company and as a member of the Board to pursue another opportunity as the chief executive officer of Semtech Corporation. Mr. Pickle’s resignation will be effective as of a date, yet to be determined, between June 8, 2023 and June 29, 2023. Until the effective date of his resignation, Mr. Pickle will continue in his current officer and director roles while the Company conducts a search for a new Chief Executive Officer.

 

Provisional Appointment of Interim Chief Executive Officer

 

On May 30, 2023, the Company announced that, if a new Chief Executive Officer has not been appointed by Mr. Pickle’s last day with the Company, Jeremy Whitaker, age 53, will serve as interim Chief Executive Officer of the Company until the appointment of a new permanent Chief Executive Officer. Mr. Whitaker will continue to serve as Chief Financial Officer of the Company, a position he has held since September 2011. Before joining the Company as Chief Financial Officer, Mr. Whitaker served as Vice President, Corporate Controller at Mindspeed Technologies, a supplier of semiconductor solutions for network infrastructure applications, from January 2011 to September 2011. Prior to that, Mr. Whitaker served in a number of finance and accounting roles at Lantronix, including as Vice President of Finance and Accounting from September 2010 to January 2011, where he was responsible for managing all worldwide finance and accounting functions, as well as Senior Director of Finance and Accounting from February 2006 to September 2010 and Director of Finance and Accounting from August 2005 to February 2006. Prior to that, Mr. Whitaker held vice president and director level finance and accounting positions with two publicly-traded companies and worked in the assurance practice at Ernst & Young LLP for six years.

 

Item 8.01.Other Events.

 

On May 30, 2023, the Company issued a press release regarding the foregoing matters. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit

No.

  Description
   

99.1

104

 

Press Release of the Company, dated as of May 30, 2023.

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

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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/ Jeremy Whitaker
     

Jeremy Whitaker

Chief Financial Officer

 

Date: May 30, 2023

 

 

 

 

 

 

 

 

 

 

 

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