Sec Form 4 Filing - SANSONE PHILIP @ MOBIX LABS, INC - 2025-04-10

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 SANSONE PHILIP 2. Issuer Name and Ticker or Trading Symbol MOBIX LABS, INC [ MOBX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Interim CEO (Last) (First) (Middle) C/O MOBIX LABS, INC., 1 VENTURE PLAZA, SUITE 220 3. Date of Earliest Transaction (MM/DD/YY) 04/10/2025 (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 04/10/2025 A 400,000 ( 1 ) A 435,885 D Class A Common Stock 04/15/2025 A 600,000 ( 2 ) A 1,035,885 D

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 Stock Options (Right to Buy) $ 4.18 < /span> 04/10/2025 D( 4 ) 10,000 ( 5 ) 08/10/2030 Class A Common Stock 10,000 $ 0 0 D Stock Options (Right to Buy) $ 4.18 04/10/2025 D( 4 ) 161,758 ( 6 ) 08/10/2030 Class A Common Stock 161,758 $ 0 0 D Stock Options (Right to Buy) $ 6.84 04/10/2025 D( 4 ) 426 ( 5 ) 04/04/2032 Class A Common Stock 426 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SANSONE PHILIP C/O MOBIX LABS, INC. 1 VENTURE PLAZA, SUITE 220 IRVINE, CA92618 Interim CEO Signatures /s/ Terri Aprati, Attorney-in-Fact 05/12/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These Restricted Stock Units ("RSUs") were granted to the Reporting Person on April 10, 2025 and are 90% vested on the grant date (April 10, 2025) and the remaining 10% will vest in equal installments on the last day of each calendar month until fully vested on January 1, 2026. The delivery of shares underlying the RSUs will be deferred until the earlier of (i) the Reporting Person's separation from service, disability, death; (ii) change in control of the company; (iii) the occurrence of an unforeseeable emergency for the participant as defined under Section 409A of the Internal Revenue Code; or (iv) the occurrence of the final vesting date. ( 2 )These Restricted Stock Units ("RSUs") were granted to the Reporting Person on April 15, 2025 and are 90% vested on the grant date (April 15, 2025) and the remaining 10% will vest in equal installments on the last day of each calendar month until fully vested on January 1, 2026. The delivery of shares underlying the RSUs will be deferred until the earlier of (i) the Reporting Person's separation from service, disability, death; (ii) change in control of the company; (iii) the occurrence of an unforeseeable emergency for the participant as defined under Section 409A of the Internal Revenue Code; or (iv) the occurrence of the final vesting date. ( 3 )These RSUs were issued upon cancellation of the stock options described in footnote 4 below. ( 4 )These stock options were cancelled upon the grant of RSUs described in footnote 1. ( 5 )These stock options were fully vested and exercisable. ( 6 )These stock options would have been fully vested and exercisable on 9/30/2025.

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).

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