Form 8-K - Current report

UNITED STATES

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): February 8, 2024

LANTRONIX, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-16027	33-0362767
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

48 Discovery, Suite 250 Irvine, California 92618
(Address of Principal Executive Offices, including 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 (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class	Trading Symbol		Name of each exchange on which registered
Common Stock, $0.0001 par value		LTRX	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act. ☐

Item 2.02

Results of Operations and Financial Condition.

On February 8, 2024, Lantronix, Inc., a Delaware corporation (the “Company”), issued a press release setting forth the Company’s financial results for its second fiscal quarter ended December 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1.

In addition, on February 8, 2024, the Company posted on its website at www.lantronix.com a transcript of management’s prepared remarks for the Company’s second quarter fiscal 2024 investor conference call and audio webcast, scheduled for 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) on February 8, 2024.

The information furnished under this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01

Regulation FD Disclosure.

The information disclosed in Item 2.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.

The information furnished pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number

Description

99.1

99.2

Press Release, dated February 8, 2024, reporting the Company’s financial results for the second fiscal quarter ended December 31, 2023.

Transcript of management’s prepared remarks for second quarter fiscal 2024 investor conference call and audio webcast, scheduled for February 8, 2024.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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/ Jeremy Whitaker
			Jeremy Whitaker Chief Financial Officer

Date: February 8, 2024

Exhibit 99.1

Lantronix Reports Record Revenue for Second Quarter of Fiscal 2024

Second Quarter Net Revenue of $37 Million, up 12 Percent Sequentially and up 18 Percent Year-Over-Year

	·	Second Quarter GAAP EPS of ($0.07) vs. ($0.07) in the Prior Year
	·	Second Quarter Non-GAAP EPS of $0.08 vs. $0.04 in the Prior Year

IRVINE, Calif., Feb. 8, 2024 – Lantronix Inc. (NASDAQ: LTRX), a global provider of compute and connectivity IoT solutions that target high-growth applications in Smart Cities, Automotive, and Enterprise, today reported results for its second quarter of fiscal 2024.

Net revenue totaled $37.0 million, up 12 percent sequentially and up 18 percent year-over-year.

GAAP EPS of ($0.07), compared to ($0.07) in the prior year and ($0.05) in the prior quarter.

Non-GAAP EPS of $0.08, compared to $0.04 in the prior year and $0.07 in the prior quarter.

Business Outlook

For the third fiscal quarter of 2024, the company expects revenue in a range of $38 million to $42 million and non-GAAP EPS of $0.09 to $0.13 per share.

For fiscal year 2024, the company expects revenue in a range of $155 million to $165 million and non-GAAP EPS in a range of $0.35 to $0.45 per share.

Conference Call and Webcast

Management will host an investor conference call and audio webcast on Thursday, Feb. 8, 2024, at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) to discuss its results for the second quarter of fiscal 2024 that ended Dec. 31, 2023. To access the live conference call, investors should dial 1-844-802-2442 (US) or 1-412-317-5135 (international) and indicate that they are participating in the Lantronix Q2 FY 2024 call. The webcast will be available simultaneously via the investor relations section of the company’s website.

Investors can access a replay of the conference call starting at approximately 7:00 p.m. Pacific Time on Feb. 8, 2024, at the Lantronix website. A telephonic replay will also be available through Feb. 15, 2024, by dialing 1-877-344-7529 (US) or 1-412-317-0088 (international) or Canada toll-free at 1-855-669-9658 and entering passcode 8152889.

About Lantronix

Lantronix Inc. is a global provider of compute and connectivity IoT solutions that target high-growth industries, including Smart Cities, Automotive and Enterprise. Lantronix’s products and services empower companies to achieve success in the growing IoT markets by delivering customizable solutions that address each layer of the IoT stack. Lantronix’s leading-edge solutions include intelligent substation infrastructure, infotainment systems and video surveillance, supplemented with advanced Out-of-Band Management (OOB) for Cloud and Edge Computing.

For more information, visit the Lantronix website.

Discussion of Non-GAAP Financial Measures

Lantronix believes that the presentation of non-GAAP financial information, when presented in conjunction with the corresponding GAAP measures, provides important supplemental information to management and investors regarding financial and business trends relating to the company’s financial condition and results of operations. Management uses the aforementioned non-GAAP measures to monitor and evaluate ongoing operating results and trends to gain an understanding of our comparative operating performance. The non-GAAP financial measures disclosed by the company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations of the non-GAAP financial measures to the financial measures calculated in accordance with GAAP should be carefully evaluated. The non-GAAP financial measures used by the company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

Non-GAAP net income consists of net loss excluding (i) share-based compensation and the employer portion of withholding taxes on stock grants, (ii) depreciation and amortization, (iii) interest income (expense), (iv) other income (expense), (v) income tax provision (benefit), (vi) restructuring, severance and related charges, (vii) acquisition related costs, (viii) impairment of long-lived assets, (ix) amortization of purchased intangibles, (x) amortization of manufacturing profit in acquired inventory, (xi) fair value remeasurement of earnout consideration, and (xii) loss on extinguishment of debt.

Non-GAAP EPS is calculated by dividing non-GAAP net loss by non-GAAP weighted-average shares outstanding (diluted). For purposes of calculating non-GAAP EPS, the calculation of GAAP weighted-average shares outstanding (diluted) is adjusted to exclude share-based compensation, which for GAAP purposes is treated as proceeds assumed to be used to repurchase shares under the GAAP treasury stock method.

Guidance on earnings per share growth is provided only on a non-GAAP basis due to the inherent difficulty of forecasting the timing or amount of certain items that have been excluded from the forward-looking non-GAAP measures, and a reconciliation to the comparable GAAP guidance has not been provided because certain factors that are materially significant to Lantronix’s ability to estimate the excluded items are not accessible or estimable on a forward-looking basis without unreasonable effort.

Forward-Looking Statements

This news release contains forward-looking statements, including statements concerning our revenue and earnings expectations for the third fiscal quarter of 2024 and fiscal year 2024. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. We have based our forward-looking statements on our current expectations and projections about trends affecting our business and industry and other future events. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. Forward-looking statements are subject to substantial risks and uncertainties that could cause our results or experiences, or future business, financial condition, results of operations or performance, to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this news release. Other factors which could have a material adverse effect on our operations and future prospects or which could cause actual results to differ materially from our expectations include, but are not limited to: the effects of negative or worsening regional and worldwide economic conditions or market instability on our business, including effects on purchasing decisions by our customers; our ability to mitigate any disruption in our and our suppliers’ and vendors’ supply chains due to the COVID-19 pandemic or other outbreaks, wars and recent conflicts in Europe, Asia and the Middle East, hostilities in the Red Sea, or other causes; our ability to successfully convert our backlog and current demand; the impact of the COVID-19 pandemic or another pandemic or similar outbreak, including the emergence of new more contagious and/or vaccine-resistant strains, on our business, employees, supply and distribution chains and the global economy; our ability to successfully implement our acquisitions strategy or integrate acquired companies; uncertainty as to the future profitability of acquired businesses, and delays in the realization of, or the failure to realize, any accretion from acquisition transactions; acquiring, managing and integrating new operations, businesses or assets, and the associated diversion of management attention or other related costs or difficulties; our ability to continue to generate revenue from products sold into mature markets; our ability to develop, market, and sell new products; our ability to succeed with our new software offerings; fluctuations in our revenue due to the project-based timing of orders from certain customers; unpredictable timing of our revenues due to the lengthy sales cycle for our products and services and potential delays in customer completion of projects; our ability to accurately forecast future demand for our products; delays in qualifying revisions of existing products; constraints or delays in the supply of, or quality control issues with, certain materials or components; difficulties associated with the delivery, quality or cost of our products from our contract manufacturers or suppliers; risks related to the outsourcing of manufacturing and international operations; difficulties associated with our distributors or resellers; intense competition in our industry and resultant downward price pressure; rises in inventory levels and inventory obsolescence; undetected software or hardware errors or defects in our products; cybersecurity risks; our ability to obtain appropriate industry certifications or approvals from governmental regulatory bodies; changes in applicable U.S. and foreign government laws, regulations, and tariffs; our ability to protect patents and other proprietary rights and avoid infringement of others’ proprietary technology rights; issues relating to the stability of our financial and banking institutions and relationships; the level of our indebtedness, our ability to service our indebtedness and the restrictions in our debt agreements; the impact of rising interest rates; our ability to attract and retain qualified management; and any additional factors included in our Report on Form 10-K for the fiscal year ended June 30, 2023, filed with the Securities and Exchange Commission (the “SEC”) on Sept. 12, 2023, including in the section entitled “Risk Factors” in Item 1A of Part I of that report; in our Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2023, filed with the SEC on November 8, 2023, including in the section entitled “Risk Factors” in Item 1A of Part II of such report; and in our other public filings with the SEC. In addition, actual results may differ as a result of additional risks and uncertainties of which we are currently unaware or which we do not currently view as material to our business. For these reasons, investors are cautioned not to place undue reliance on any forward-looking statements. The forward-looking statements we make speak only as of the date on which they are made. We expressly disclaim any intent or obligation to update any forward-looking statements after the date hereof to conform such statements to actual results or to changes in our opinions or expectations, except as required by applicable law or the rules of the Nasdaq Stock Market LLC. If we do update or correct any forward-looking statements, investors should not conclude that we will make additional updates or corrections.

Lantronix Investor Relations Contact:

Jeremy Whitaker

Chief Financial Officer

investors@lantronix.com

# # #

LANTRONIX, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

	December 31,			June 30,
	2023			2023
Assets
Current assets:
Cash and cash equivalents	$	22,146		$	13,452
Accounts receivable, net		30,381			27,682
Inventories, net		42,774			49,736
Contract manufacturers' receivables		1,767			3,019
Prepaid expenses and other current assets		2,839			2,662
Total current assets		99,907			96,551
Property and equipment, net		4,815			4,629
Goodwill		27,824			27,824
Intangible assets, net		7,871			10,565
Lease right-of-use assets		10,617			11,583
Other assets		589			472
Total assets	$	151,623		$	151,624

Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	9,595		$	12,401
Accrued payroll and related expenses		3,303			2,431
Current portion of long-term debt, net		3,002			2,743
Other current liabilities		32,089			28,813
Total current liabilities		47,989			46,388
Long-term debt, net		14,720			16,221
Other non-current liabilities		12,138			11,459
Total liabilities		74,847			74,068

Commitments and contingencies

Stockholders' equity:
Common stock		4			4
Additional paid-in capital		299,385			295,686
Accumulated deficit		(222,984	)		(218,505	)
Accumulated other comprehensive income		371			371
Total stockholders' equity		76,776			77,556
Total liabilities and stockholders' equity	$	151,623		$	151,624

LANTRONIX, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Three Months Ended									Six Months Ended
	December 31,			September 30,			December 31,			December 31,
	2023			2023			2022			2023			2022
Net revenue	$	37,038		$	33,031		$	31,506		$	70,069		$	63,301
Cost of revenue		22,007			18,934			17,712			40,941			35,471
Gross profit		15,031			14,097			13,794			29,128			27,830
Operating expenses:
Selling, general and administrative		10,224			9,170			9,813			19,394			18,970
Research and development		4,725			5,106			5,084			9,831			9,610
Restructuring, severance and related charges		530			20			82			550			174
Acquisition-related costs		–			–			102			–			315
Fair value remeasurement of earnout consideration		–			(9	)		(673	)		(9	)		(673	)
Amortization of intangible assets		1,310			1,384			1,497			2,694			2,916
Total operating expenses		16,789			15,671			15,905			32,460			31,312
Loss from operations		(1,758	)		(1,574	)		(2,111	)		(3,332	)		(3,482	)
Interest expense, net		(232	)		(338	)		(354	)		(570	)		(616	)
Other income (loss), net		(23	)		19			(26	)		(4	)		8
Loss before income taxes		(2,013	)		(1,893	)		(2,491	)		(3,906	)		(4,090	)
Provision (benefit) for income taxes		580			(7	)		118			573			172
Net loss	$	(2,593	)	$	(1,886	)	$	(2,609	)	$	(4,479	)	$	(4,262	)
Net loss per share - basic and diluted	$	(0.07	)	$	(0.05	)	$	(0.07	)	$	(0.12	)	$	(0.12	)
Weighted-average common shares - basic and diluted		37,354			36,982			36,352			37,170			35,883

LANTRONIX, INC.

UNAUDITED RECONCILIATION OF NON-GAAP ADJUSTMENTS

(In thousands, except per share data)

	Three Months Ended									Six Months Ended
	December 31,			September 30,			December 31,			December 31,
	2023			2023			2022			2023			2022
GAAP net loss	$	(2,593	)	$	(1,886	)	$	(2,609	)	$	(4,479	)	$	(4,262	)
Non-GAAP adjustments:
Cost of revenue:
Share-based compensation		64			41			61			105			112
Employer portion of withholding taxes on stock grants		1			4			–			5			12
Amortization of manufacturing profit in acquired inventory		189			317			80			506			104
Depreciation and amortization		109			86			118			195			248
Total adjustments to cost of revenue		363			448			259			811			476
Selling, general and administrative:
Share-based compensation		1,628			1,273			1,434			2,901			2,839
Employer portion of withholding taxes on stock grants		10			37			10			47			142
Depreciation and amortization		338			334			260			672			415
Total adjustments to selling, general and administrative		1,976			1,644			1,704			3,620			3,396
Research and development:
Share-based compensation		484			428			370			912			702
Employer portion of withholding taxes on stock grants		5			13			2			18			24
Depreciation and amortization		52			108			63			160			127
Total adjustments to research and development		541			549			435			1,090			853
Restructuring, severance and related charges		530			20			82			550			174
Acquisition related costs		–			–			102			–			315
Fair value remeasurement of earnout consideration		–			(9	)		(673	)		(9	)		(673	)
Amortization of purchased intangible assets		1,310			1,384			1,497			2,694			2,916
Litigation settlement cost		–			–			80			–			80
Total non-GAAP adjustments to operating expenses		4,357			3,588			3,227			7,945			7,061
Interest expense, net		232			338			354			570			616
Other (income) expense, net		23			(19	)		26			4			(8	)
Provision (benefit) for income taxes		580			(7	)		118			573			172
Total non-GAAP adjustments		5,555			4,348			3,984			9,903			8,317
Non-GAAP net income	$	2,962		$	2,462		$	1,375		$	5,424		$	4,055

Non-GAAP net income per share - diluted	$	0.08		$	0.07		$	0.04		$	0.14		$	0.11

Denominator for GAAP net income per share - diluted		37,354			36,982			36,352			37,170			35,883
Non-GAAP adjustment		1,228			693			819			938			1,126
Denominator for non-GAAP net income per share - diluted		38,582			37,675			37,171			38,108			37,009

LANTRONIX, INC.

UNAUDITED NET REVENUES BY PRODUCT LINE AND REGION

(In thousands)

	Three Months Ended						Six Months Ended
	December 31, 2023		September 30, 2023		December 31, 2022		December 31, 2023		December 31, 2022
Embedded IoT Solutions	$	11,764	$	11,373	$	13,668	$	23,137	$	28,763
IoT System Solutions		23,022		19,036		14,913		42,058		29,534
Software & Services		2,252		2,622		2,925		4,874		5,004
	$	37,038	$	33,031	$	31,506	$	70,069	$	63,301

	Three Months Ended						Six Months Ended
	December 31, 2023		September 30, 2023		December 31, 2022		December 31, 2023		December 31, 2022
Americas	$	20,601	$	22,933	$	19,688	$	43,534	$	40,618
EMEA		12,886		6,591		4,905		19,477		10,106
Asia Pacific Japan		3,551		3,507		6,913		7,058		12,577
	$	37,038	$	33,031	$	31,506	$	70,069	$	63,301

Exhibit 99.2

Lantronix, Inc. – Second Quarter Fiscal 2024 Earnings Call

Prepared Remarks

Rob: Introduction & Safe Harbor

Good afternoon everyone and thank you for joining the second quarter fiscal 2024 conference call. Joining us on the call today are Saleel Awsare, Chief Executive Officer, and Jeremy Whitaker, Chief Financial Officer.

A “live” and archived webcast of today’s call will be available on the company’s website. In addition, you can find the call-in details for the phone replay in today’s earnings release.

During this call, management may make forward-looking statements which involve risks and uncertainties that could cause our results to differ materially from management's current expectations. We encourage you to review the cautionary statements and risk factors contained in the earnings release, which was furnished to the SEC today and is available on our website, and in the Company’s SEC filings such as its 10-K and 10-Qs. Lantronix undertakes no obligation to revise or update publicly any forward-looking statements to reflect future events or circumstances.

Please refer to the news release and the financial information in the investor relations section of our website for additional details that will supplement management’s commentary.

Furthermore, during the call the company will discuss some non-GAAP financial measures. Today's earnings release, which is posted in the investor relations section of our website, describes the differences between our non-GAAP and GAAP reporting, and presents reconciliations for the non-GAAP financial measures that we use.

With that, I’ll now turn the call over to Saleel Awsare, Lantronix President and CEO.

Saleel: Business Overview

Thanks, Rob, and thank you, everyone, for joining us on the call today. I'm happy to be speaking to you for the first time since I joined at the end of November. I am pleased to report record results for the second quarter of FY 2024, with total revenues of $37M in FYQ2, an increase of 18% compared to the same period of 2023 and an increase of 12% over the last quarter and we expect record revenue for Fiscal 2024. I'm optimistic about the future of Lantronix, given our wide array of leadership in technology, strong product pipeline and growing customer engagements.

I thought it would be helpful to provide some of my background and why I joined Lantronix as well also discuss some of the initiatives that I’m driving in the short-term.

For more than 25 years I’ve navigated the high-tech landscape driving success across hardware, software and services. Most recently, I was the SVP & GM of the Enterprise & Mobile business at Synaptics, the company’s largest division. Prior to that I ran the IoT division. While at Synaptics, I made significant changes, streamlining operations, prioritizing customer centricity and implementing robust go-to-market methodologies that led to significant gross margin and profitability improvements.

Across multiple companies, including Conexant, Winbond and Synaptics, I have established a track record of business performance improvement across a range of metrics.

When the Lantronix opportunity was presented, it was quickly apparent to me that there is much potential to be unlocked. The macro trends of IoT are accelerating and Lantronix, with its unique portfolio of Secure Compute & Connect solutions is perfectly positioned to capitalize on this momentum. From wireless routers, programmable telematics, Out-of-Band Management, Edge Compute modules and a rapidly growing secure custom solutions business, we have the breadth and depth to be the differentiated and trusted Western supplier of IoT solutions providing unparalleled global reach and coverage

As the new President and CEO, I see myself as a steward of shareholder capital and I take that responsibility seriously. You’ll find me to be direct, results oriented and focused on building a profitable, growing business. In my first sixty days, I’ve met with many customers, partners, and employees, immersing myself in our strengths and opportunities. However, my focus remains on enhancing performance. We’ve launched multiple initiatives, including a Strategic Portfolio Review, delving deeply into various areas like Engineering, Operations and Marketing.

In Q2, we made our first volume shipments to our smart grid customer and we have the backlog in place to drive a strong ramp for the remainder of the year. In fiscal 2025, we expect to transition to a run rate business, receiving purchase orders against our existing design win and in line with lead times. Having just met with the customer in Europe, I am happy to say the relationship has deepened and I expect this to be a long-term engagement.

Other noteworthy business highlights include the commencement of volume shipments of our Fox 3 Gateway device to a major telecom player. This device enables tracking, data collection, communications, and diagnostics in power-critical applications. Initial deployments will be in generators supplying cell towers. This adoption is driven by mandates in power backup systems and state energy reporting standards. And finally, our Out of Band products continue to perform well with our large enterprise customers resuming purchases.

Before I hand the call over to Jeremy to review the Q2 financials in more detail, I’d like to conclude by saying I’m really excited about the opportunity ahead for Lantronix. Since I’ve been on board, I’ve been impressed with our team, the broad portfolio of technology and IP, and our great customers. We have a lot of work ahead of us as we continue down the path of transformation, but I’m confident we have the building blocks in place to drive Lantronix to become an even stronger company, built on differentiated and sustainable franchises that generate profitable growth.

I’ll now turn the call over to Jeremy Whitaker, Lantronix Chief Financial Officer.

Jeremy: Financial Results

Thank you, Saleel,

Now, I will provide the financial results and some business highlights for our second quarter of fiscal year 2024 before commenting on our financial targets for the remainder of the fiscal year.

For FQ2 2024, we reported revenue of 37.0 million, an all-time record for Lantronix, driven by initial production shipments to a smart grid solutions provider. Revenue was up 12 percent and 18 percent from the sequential and year ago periods, respectively.

IOT system solutions increased by 21 percent and 54 percent from the sequential and year ago periods, respectively. The increase was primarily driven by initial production shipments for our lead smart grid customer, as noted previously. In addition, the year-over-year increase was impacted by strong sales from Out of Band deployments. For the remainder of the fiscal year, we expect continuing growth from our IoT system solutions, driven by the production ramp of our smart grid customer, continued strength in Out of Band, and telematics asset tracking solutions to a tier one telecom carrier.

Sequentially, embedded IOT solutions were up 3 percent with meaningful contribution from our lead EV customer design-in. As expected, we experienced a year-on-year decline in embedded IOT solutions as the year ago period included a large enterprise video customer design win that ended in FQ4 2023.

In FQ2 2024, Software and Services revenues were down sequentially, primarily a function of the completion of two large design services projects that have transitioned into production.

GAAP gross margin was 40.6 percent for FQ2 2024 compared to 42.7 percent in the prior quarter and 43.8 percent in the year ago quarter.

Non-GAAP gross margin was 41.6 percent for FQ2 2024 compared to 44.0 percent in the prior quarter and 44.6 percent in the year ago quarter.

The decline in gross margin was primarily a function of a change in product mix from the prior quarter and increased logistics costs. For FQ3 2024, we expect gross margins in a similar range.

GAAP SG&A expenses for FQ2 2024 were 10.2 million compared with 9.8 million in the year-ago quarter and 9.2 million in the prior quarter. The sequential increase in GAAP SG&A was primarily due to costs related to variable and share-based compensation partially offset by cost cutting activities.

GAAP R&D expenses for FQ2 2024 were 4.7 million, compared with 5.1 million in the year-ago quarter and prior quarter. The decline was primarily related to cost-cutting efforts.

Company-wide, we reduced headcount by approximately 7 percent during FQ2 2024. Over the last several quarters we have reduced headcount by approximately 10 percent as part of our ongoing efforts to capture cost synergies from our previous acquisitions, run the business more efficiently and improve operating margins.

GAAP net loss was 2.6 million, or 7 cents per share during FQ2 2024 compared to GAAP net loss of 2.6 million, or 7 cents per share, in the year ago quarter.

Non-GAAP net income was 2.9 million, or 8 cents per share during FQ2 2024 compared to non-GAAP net income of 1.4 million, or 4 cents per share, in the year ago quarter.

Now turning to the balance sheet.

We ended FQ2 2024 with cash and cash equivalents of 22.1 million, an increase of 2.7 million from the prior quarter.

Working capital was 51.9 million, an increase of 1.8 million from the prior quarter.

Net inventories were 42.8 million as of FQ2 2024, a decrease of 3.0 million from the prior quarter.

Now turning to our outlook. For the third quarter of fiscal 2024 we expect: Revenue in a range of 38 to 42 million; and Non-GAAP EPS in a range of 0.09 to 0.13 cents per share.

For fiscal 2024 we are updating our annual guidance to: Revenue in a range of 155 to 165 million and Non-GAAP EPS in a range of 0.35 to 0.45 cents per share.

The change in our annual guidance is primarily due to lower expected sales for our embedded IOT solutions as a result of two factors: a general slowdown in our broad-based channel business as customers work through their inventories, and an embedded compute design win in video applications that was slated for revenue in the second half of fiscal 2024 that pushed into fiscal 2025.

We remain optimistic on the business and are on track to deliver a record year on both the top & bottom lines with 18 to 26 percent organic revenue growth and over 50 percent growth in non-GAAP EPS.

With that we complete our prepared remarks for today so I will now turn it over to the operator to conduct our Q&A session.

Cover	Feb. 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 08, 2024
Entity File Number	1-16027
Entity Registrant Name	LANTRONIX, INC.
Entity Central Index Key	0001114925
Entity Tax Identification Number	33-0362767
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	48 Discovery
Entity Address, Address Line Two	Suite 250
Entity Address, City or Town	Irvine
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92618
City Area Code	949
Local Phone Number	453-3990
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	LTRX
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false