Sec Form 4 Filing - SAMINI KEYVAN @ MOBIX LABS, INC - 2025-05-05

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SAMINI KEYVAN
2. Issuer Name and Ticker or Trading Symbol
MOBIX LABS, INC [ MOBX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, CFO & Director
(Last) (First) (Middle)
C/O MOBIX LABS, INC., 15420 LAGUNA CANYON RD., SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
05/05/2025
(Street)
IRVINE, CA92618
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 05/05/2025 A 2,550,000 ( 1 ) A $ 0 2,550,000 ( 2 ) D
Class A Common Stock 73,529 I ( 3 ) By KSLI Trust
Class A Common Stock 171,146 I ( 3 ) By KSSF Trust
Class A Common Stock 73,529 I ( 3 ) By SSLI Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) $ 0.17 ( 4 ) 08/10/2030 Class A Common Stock 323,529 323,529 ( 5 ) D
Restricted Stock Units ( 6 ) ( 7 ) ( 7 ) Class A Common Stock 333,333 333,333 D
Class B Common Stock ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 125,000 125,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SAMINI KEYVAN
C/O MOBIX LABS, INC.
15420 LAGUNA CANYON RD., SUITE 100
IRVINE, CA92618
X President, CFO & Director
Signatures
/s/ Terri Aprati, Attorney-in-Fact 05/07/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These Restricted Stock Awards ("RSAs") were granted to the Reporting Person on May 5, 2025 and will vest over a two year period and can be accelerated if certain stock price thresholds are met.
( 2 )This amount reflects the correct number of shares directly held by the Reporting Person and corrects an error filed in the previous Form 4 filed on April 17, 2025, in which 323,529 shares were inadvertently reported on Table I and should have only been reflected as options in Table II.
( 3 )The Reporting Person is a trustee of this trust. The Reporting Person disclaims beneficial ownership of the securities held by this trust except to the extent of his respective pecuniary interest therein.
( 4 )These options are fully vested and exercisable.
( 5 )This amount reflects the correct number of options held by the Reporting Person and corrects an administrative error filed in the previous Form 4 filed on April 17, 2025.
( 6 )The Restricted Stock Units ("RSUs") convert to Class A Common Stock on a one-for-one basis.
( 7 )These RSUs will vest on December 21, 2025.
( 8 )The shares of Class B Common Stock are convertible into shares of Class A Common Stock at the option of the Reporting Person, and will be automatically converted upon (i) a transfer by the Reporting Person (other than a permitted transfer) or (ii) the first trading day after the seventh anniversary date of the Closing Date (December 21, 2023).

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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