UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
AMENDMENT No. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): JANUARY 17, 2005
LANTRONIX, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 33-0362767
(State or Other Jurisdiction of (IRS Employer Identification No.)
Incorporation)
001-16027
(Commission File Number)
15353 BARRANCA PARKWAY, IRVINE, CALIFORNIA 92618
(Address of Principal Executive Offices) (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
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
|_| Pre-commencement communications pursuant to Rule 4d-2(b) under the Exchange
Act
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
EXPLANATORY NOTE
This Form 8-K/A amends the Current Report on Form 8-K of Lantronix, Inc. filed
January 21, 2005 (the "Form 8-K") to extend the certification in the second
sentence of Item 4.01(b) from September 30, 2004 to January 17, 2005. Except for
this change, this Form 8-K/A does not update, amend or modify any other
disclosure set forth in the Form 8-K.
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(b) Engagement of McGladrey & Pullen LLP
------------------------------------
On January 17, 2005, the Audit Committee of the Board of Directors of the
Company appointed McGladrey & Pullen, LLP ("McGladrey & Company"), subject to
the completion of McGladrey & Company's normal client acceptance procedures, as
the Company's new independent public accountant firm to audit the Company's
financial statements. During the Company's two most recent fiscal years ended
June 30, 2003 and 2004, and through January 17, 2005, neither the Company nor
anyone acting on its behalf has consulted with McGladrey & Company regarding
either: (i) the application of accounting principles to a specified transaction,
either completed or proposed, or the type of audit opinion that might be
rendered on the Company's financial statements; or (ii) any matter that was
either the subject of a disagreement (as that term is defined in paragraph
304(a)(1)(iv) of Regulation S-K and the related instructions to that Item) or a
reportable event (as that term is defined in Item 304(a)(1)(v) of Regulation
S-K).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: February 18, 2005
LANTRONIX, INC.,
a Delaware corporation
By: /S/ JAMES W. KERRIGAN
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James W. Kerrigan
Chief Financial Officer