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Form 3

SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
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.

(Last) (First) (Middle)
9350 CONROY WINDERMERE ROAD

(Street)
WINDERMERE FL 34786

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2024
3. Issuer Name and Ticker or Trading Symbol
INSEEGO CORP. [ INSG ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) checkbox checked Other (specify below)
See remarks
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checked Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 35,689(1)(2) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
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 (as defined below), or the economic benefits thereof, to Tavistock Financial, LLC ("Tavistock Financial"). On June 30, 2024, Tavistock Financial merged with and into its indirect parent corporation, Tavistock Holdings, Inc. ("Tavistock Holdings").
2. Represents RSUs that have already vested, as well as 21,551 RSUs scheduled to vest on September 5, 2024. The RSUs convert into common stock on a one-for-one basis.
Remarks:
The reporting person may be deemed a member 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 Inseego Corp. (the "Issuer").
/s/ Tom B. Youth, By: Thomas B. Youth, Vice President, Tavistock Holdings, Inc. 07/08/2024
** Signature of Reporting Person Date
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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.