UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): MARCH 16, 2005
LANTRONIX, INC.
Exact Name of Registrant as Specified in Its Charter)
DELAWARE 001-16027 33-0362767
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
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
ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
Effective March 16, 2005, Lantronix, Inc. (the "Company") entered into a Third
Amendment to Lease with Irvine Technology Partners III, a California general
partnership ("Lessor"), amending and extending that certain lease between Lessor
and the Company dated as of June 28, 1993, which lease was previously amended by
a First Amendment to Lease dated as of August 10, 1995, and by a Second
Amendment to Lease dated July 6, 2000 (as amended, the "Lease"). The Third
Amendment to Lease extends the term of the Lease from July 31, 2005 to July 31,
2010, adjusts the basic rent payable under the Lease, modifies the provision in
the Lease regarding security deposits, specifies certain maintenance and repair
to be performed by Lessor, and provides for certain tenant improvements to be
completed by Lessor.
The aggregate basic rent payable under the Lease during the extension of the
lease term from August 1, 2005 to July 31, 2010, is $ 2,886,324. The Company is
also obligated to pay as additional rent its proportionate share of Lessor's
operating expenses.
ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibits
10.01 Lease Agreement between Registrant and Irvine Technology Partners III
dated as of June 28, 1993*
10.02 First Amendment to Lease Agreement between Registrant and Irvine
Technology Partners III dated as of August 10, 1995*
10.03 Second Amendment to Lease Agreement between Registrant and Irvine
Technology Partners III dated as of July 6, 2000**
10.04 Third Amendment to Lease Agreement between Registrant and Irvine
Technology Partners dated as of March 16, 2005
_______________
* Incorporated by reference to Exhibit 10.10 of Amendment No. 1 to
Registrant's Form S-1 filed June 13, 2000
** Incorporated by reference to Exhibit 10.10 of Registrant's Form 10-K
filed September 28, 2000
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: March 22, 2005
LANTRONIX, INC.,
a Delaware corporation
By: /S/ JAMES W. KERRIGAN
-------------------------
James W. Kerrigan
Chief Financial Officer
Exhibit Index
10.01 Lease Agreement between Registrant and Irvine Technology Partners III
dated as of June 28, 1993*
10.02 First Amendment to Lease Agreement between Registrant and Irvine
Technology Partners III dated as of August 10, 1995*
10.03 Second Amendment to Lease Agreement between Registrant and Irvine
Technology Partners III dated as of July 6, 2000**
10.04 Third Amendment to Lease Agreement between Registrant and Irvine
Technology Partners dated as of March 16, 2005
____________
* Incorporated by reference to Exhibit 10.10 of Amendment No. 1 to
Registrant's Form S-1 filed June 13, 2000
** Incorporated by reference to Exhibit 10.10 to Registrant's Form 10-K
filed September 28, 2000