CURRENT REPORT
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)

October 19, 2006

 
LANTRONIX, INC.
(Exact name of registrant as specified in its charter)

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

15353 Barranca Parkway
Irvine, California 92618
(Address of principal executive offices, including zip code)

(949) 453-3990
(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):
 
r  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
r  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
r  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
r  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Item 7.01  Regulation FD Disclosure.
 
On June 15, 2006, Lantronix, Inc. (the “Company”) issued a press release and filed a Form 8-K announcing it had entered into an agreement to sell its equity interest in Xanboo Inc. (“Xanboo”), a privately held company, for an aggregate cash consideration of $2 million. The Company has already sold a number of its Xanboo shares for an aggregate cash consideration of $1.3 million. On October 18, 2006, the Company reached a final agreement for the sale of the remaining 13,244 shares for an aggregate cash consideration of $700,000.

 
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.
     
Date: October 19, 2006
LANTRONIX, INC.,
a Delaware corporation
 
 		  
 		  
 
  By:   /s/ Marc Nussbaum
 
Marc Nussbaum
 
President and Chief Executive Officer