SEC FORM 4

SEC FORM 4 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).

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^*

North Run Strategic Opportunities Fund I, LP

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LIGHTPATH TECHNOLOGIES INC [ LPTH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	01/05/2026		X		3,499,289	A	$2.58	3,499,289	I	See footnotes⁽¹⁾⁽⁴⁾
Class A Common Stock	01/05/2026		S⁽¹⁾		770,321	D	$11.72	2,728,968	I	See footnotes⁽¹⁾⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Promissory Note	⁽²⁾	12/31/2025		D			1,860,465	⁽²⁾	⁽²⁾	Class A Common Stock	1,860,465	$2.15	0	I	See footnotes⁽²⁾⁽³⁾
Class A Common Stock Purchase Warrants (Right to Buy)	$2.58	01/05/2026		X			3,499,289	02/18/2025	02/18/2031	Class A Common Stock	3,499,289	$0	0	I	See footnotes⁽²⁾⁽³⁾

1. Name and Address of Reporting Person^*

North Run Strategic Opportunities Fund I, LP

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

North Run - Due North Partners, LP

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

NORTH RUN GP, LP

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

NORTH RUN ADVISORS, LLC

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

ELLIS THOMAS B

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

HAMMER TODD B

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Bosco Michael

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

North Run Strategic Opportunities Fund I GP, LLC

(Last)

(First)

(Middle)

867 BOYLSTON STREET

5TH FLOOR #1361

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. On January 5, 2026, North Run Strategic Opportunities Fund I, LP exercised a warrant to purchase 3,499,289 shares of the Issuer's Class A common stock for $2.58 per share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 770,321 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 2,728,968 shares.

2. On February 18, 2025, the Issuer issued to North Run - Due North Partners, LP a senior secured promissory note (the "Promissory Note") with an initial principal amount of $4 million. Upon the occurrence of certain circumstances, North Run - Due North Partners, LP would receive 4,000 shares of Issuer's Series G Convertible Preferred Stock, which at issuance would be convertible into 1,860,465 shares of Common Stock. The Promissory Note became payable on March 3, 2025 and did not have an expiration date. The Promissory Note was repaid in full by the Issuer on December 31, 2025.

3. The reported securities were directly held by North Run - Due North Partners, LP, and may have been deemed to be indirectly beneficially owned by North Run GP, LP as the general partner of North Run - Due North Partners, LP, and may have been deemed to be indirectly beneficially owned by North Run Advisors, LLC as the general partner of North Run GP, LP. The reported securities may have been deemed to be indirectly beneficially owned by Thomas B. Ellis and Todd B. Hammer as members of North Run Strategic Opportunities Fund I GP, LLC. The reported securities may also have been deemed to be indirectly beneficially owned by Thomas B. Ellis, Todd B. Hammer and Michael Bosco as limited partners of North Run - Due North Partners, LP.

4. The reported securities are directly held by North Run Strategic Opportunities Fund I, LP, and may be deemed to be indirectly beneficially owned by North Run Strategic Opportunities Fund I GP, LLC as the general partner of North Run Strategic Opportunities Fund I, LP. The reported securities may also be deemed to be indirectly beneficially owned by Thomas B. Ellis and Todd B. Hammer as members of North Run Strategic Opportunities Fund I GP, LLC.

	/s/ North Run Strategic Opportunities Fund I, LP	01/07/2026
	/s/ North Run - Due North Partners, LP, By Thomas B. Ellis, Member	01/07/2026
	North Run GP, LP, By: /s/ Thomas B. Ellis, Member	01/07/2026
	North Run Advisors, LLC, By: /s/ Thomas B. Ellis, Member	01/07/2026
	/s/ Thomas B. Ellis	01/07/2026
	/s/ Todd B. Hammer	01/07/2026
	/s/ Michael Bosco	01/07/2026
	North Run Strategic Opportunities Fund I GP, LLC, By: /s/ Thomas B. Ellis, Member	01/07/2026
	** 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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