Sec Form 4 Filing - Tavistock Holdings, Inc. @ INSEEGO CORP. - 2024-10-02

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
Tavistock Holdings, Inc.
2. Issuer Name and Ticker or Trading Symbol
INSEEGO CORP. [ INSG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
9350 CONROY WINDERMERE ROAD,
3. Date of Earliest Transaction (MM/DD/YY)
10/02/2024
(Street)
WINDERMERE, FL34786
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Common Stock 09/30/2024 A 7,655 ( 1 ) ( 2 ) A $ 0 43,344 D ( 3 )
Common Stock 1,303,314 I See footnote ( 4 )
Common Stock 761,483 I See footnote ( 5 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Tavistock Holdings, Inc.
9350 CONROY WINDERMERE ROAD
WINDERMERE, FL34786
X
LEWIS JOSEPH
C/O CAY HOUSE
EP TAYLOR DRIVE N7776, LYFORD CAY
NEW PROVIDENCE, BAHAMAS
X
Signatures
/s/ Tom B. Youth, By: Thomas B. Youth, Vice President, Tavistock Holdings, Inc. 10/02/2024
Signature of Reporting Person Date
/s/ Joseph C. Lewis 10/02/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects restricted stock units ("RSUs") granted to James B. Avery, a member of the issuer's board of directors. Mr. Avery is obligated to transfer any shares issued pursuant to any equity awards made to him by the issuer, or the economic benefits, to Tavistock Holdings, Inc. ("Tavistock Holdings") as a successor-in-interest to Tavistock Financial, LLC. Tavistock Holdings may be deemed the direct beneficial owner of the RSUs.
( 2 )Represents RSUs scheduled to vest on September 23, 2025. The RSUs convert into common stock on a one-for-one basis.
( 3 )These securities are owned directly by Tavistock Holdings. Mr. Lewis is the sole indirect beneficial owner of Tavistock Holdings.
( 4 )These securities are owned directly by Golden Harbor Ltd. ("Golden Harbor"). Mr. Lewis is the sole indirect beneficial owner of Golden Harbor. Tavistock Holdings disclaims beneficial ownership these securities.
( 5 )These securities are owned directly by Braslyn Ltd. ("Braslyn"). Mr. Lewis is the sole indirect beneficial owner of Braslyn. Tavistock Holdings disclaims beneficial ownership these securities.

Remarks:
The Reporting Persons may be deemed members of a group that beneficially owns more than 10% of the outstanding shares of the common stock, par value $0.001 (the "Common Stock") of the issuer.

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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