=============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 20, 2003 LANTRONIX, INC. ______________ (Exact name of registrant as specified in its charter) Delaware 1-16027 33-0362767 ----------------------- -------------- ----------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 15353 Barranca Parkway Irvine, CA 92618 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (949) 453-3990 (Former name or former address, if changed since last report) =============================================================================== 1 Item 5. Other Events Lantronix, Inc. has entered into a Compromise Settlement and Mutual Release Agreement with each of the former shareholders of Premise Systems, Inc., in the form attached to this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits (c) Exhibits The following exhibit is filed herewith: 99.1 Form of Compromise Settlement and Mutual Release Agreement. 2 SIGNATURE 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. Date: January 31, 2003 By: /S/ MICHAEL S. OSWALD --------------------------- Michael S. Oswald Secretary 3 EXHIBIT INDEX ------------- 99.1 Form of Compromise Settlement and Mutual Release Agreement. 4