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): April 3, 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: (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 | 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 1.01 | Entry into a Material Definitive Agreement. |
On April 3, 2023, Lantronix, Inc. ( “Lantronix”), Lantronix Holding Company, Lantronix Technologies Canada (Taiwan) Ltd., Lantronix Canada, ULC, Transition Networks, Inc., and Uplogix, Inc. (collectively, the “Borrowers”) entered into a Letter Agreement (the “Letter Agreement”) with Silicon Valley Bank, a Division of First-Citizens Bank & Trust Company (successor by purchase to the Federal Deposit Insurance Corporation as receiver for Silicon Valley Bridge Bank, N.A. (as successor to Silicon Valley Bank)) (“SVB”). Among other matters, the Letter Agreement amends that certain Third Amended and Restated Loan and Security Agreement, dated as of August 2, 2021, as amended by the First Amendment to Third Amended and Restated Loan and Security Agreement, dated as of October 21, 2021, the Second Amendment to Third Amended and Restated Loan and Security Agreement, dated as of February 15, 2022, and the Third Amendment to Third Amended and Restated Loan and Security Agreement, dated as of September 7, 2022 (collectively, the “Loan Agreement”) and provides a waiver of any Event of Default (as defined in the Loan Agreement) under the Loan Agreement for any failure to comply with Section 6.8(a) of the Loan Agreement (the “Depository Covenant”) prior to the date of the Letter Agreement. Notwithstanding the terms of the Depository Covenant, the Letter Agreement also amends the Loan Agreement to provide that Borrowers and their Subsidiaries (as defined in the Loan Agreement) shall only be required to maintain their primary U.S. operating accounts, depository accounts and excess cash with SVB, which shall represent at least 50.0% of the aggregate dollar value of all of Borrower's and their Subsidiaries’ accounts at all financial institutions.
The foregoing description of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the Letter Agreement, which is filed herewith as Exhibit 10.1 and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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: April 5, 2023
