Lantronix Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On August 15, 2025, Lantronix, Inc., a Delaware corporation (the “Company”), together with its subsidiaries Lantronix Holding Company, Lantronix Canada, ULC, Lantronix Technologies Canada (Taiwan) Ltd., Transition Networks, Inc., and Uplogix, Inc. (collectively, the “Borrowers”) entered into a Fourth Amended and Restated Loan and Security Agreement (the “Loan Agreement”) with Silicon Valley Bank, a division of First-Citizens Bank & Trust Company (the “Bank”). The Loan Agreement provides the Company with a revolving credit facility of up to $15,000,000, subject to customary borrowing base limitations. The revolving credit facility will be used to refinance the Borrowers’ outstanding obligations owing to the Bank under that certain Third Amended and Restated Loan and Security Agreement, dated August 2, 2021, by and among the Borrowers and the Bank (as amended, the Prior Loan Agreement”), to pay related fees and expenses, and for working capital and general corporate purposes. The revolving credit facility is scheduled to mature on August 1, 2028. Borrowings under the revolving credit facility will bear interest on the outstanding principal equal to the greater of (i) 5.0% and (ii) the Prime Rate (as defined in the Loan Agreement) plus a margin of 0.0% to 0.5%, with the applicable margin depending on the Company’s Liquidity (as defined in the Loan Agreement).
In addition, the Borrowers are obligated to pay customary fees for facilities of this type and size. The Loan Agreement requires the Borrowers, on a consolidated basis, to comply with a minimum liquidity test. The Loan Agreement also includes customary representations and warranties and affirmative and negative covenants, including covenants that limit or restrict the Borrowers’ and their subsidiaries’ ability to incur liens or indebtedness, dispose of assets, make investments, make restricted payments, merge or consolidate, and enter into hedging arrangements.
The Loan Agreement includes customary events of default, including, among other things, non-payment defaults, covenant defaults, bankruptcy and insolvency defaults, and material judgment defaults. If any event of default under the Loan Agreement occurs (subject, in certain instances, to specified grace or cure periods), the principal, interest and any other monetary obligations on all the then outstanding amounts may become due and payable immediately.
The foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Loan Agreement, which is filed with this Current Report on Form 8-K as Exhibit 10.1 and incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Fourth Amended and Restated Loan and Security Agreement with Silicon Valley Bank, dated August 15, 2025, by and between Lantronix, Inc., Lantronix Holding Company, Lantronix Canada, ULC, Lantronix Technologies Canada (Taiwan) Ltd., Transition Networks, Inc., and Uplogix, Inc. | |
| 104 | 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/ Brent Stringham | ||
Brent Stringham Chief Financial Officer | |||
Date: August 21, 2025
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