Scott Lloyd Anderson Form 4 MOVING iMAGE / SCOTT LLOYD ANDERSON ownership change

SEC Form 4

FORM 4

UNITED 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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ANDERSON SCOTT LLOYD

(Last) (First) (Middle)

17760 NEWHOPE STREET

(Street)

FOUNTAIN VALLEY CA 92708

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MOVING iMAGE TECHNOLOGIES INC. [ MITQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/26/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/26/2023		A		10,000	A	$0	10,000	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Options (right to buy)	$3	05/26/2023		D			50,000(2)	07/07/2022(3)	07/06/2031	Common Stock	0	$0	0	D
Employee Stock Options (right to buy)(4)	$1.1	05/26/2023		A		50,000		05/26/2023	05/26/2032	Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Shares of common stock granted pursuant to Issuer's 2019 Omnibus Incentive Stock Plan (the "Plan"). Such shares represent a portion of Reporting Person's compensation as a director of Issuer.

2. On May 26, 2023, the board of directors of Issuer cancelled these employee stock options (right to buy) ("Options") and granted new Options to the Reporting Person.

3. The Options granted July 7, 2021 were initially exercisable on July 7, 2022.

4. Employee stock options (right to buy) ("Options") granted pursuant to Issuer's 2019 Incentive Stock Option Plan. Such Options represent a portion of Reporting Person's compensation as a director of Issuer.

	/s/ Scott L. Anderson	10/18/2023
	** Signature of Reporting Person	Date
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).
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