Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 * 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., 1 VENTURE, SUITE 220 3. Date of Earliest Transaction (Month/Day/Year) 05/30/2025 (Street) IRVINE, CA 92618 4. If Amendment, Date Original Filed (Month/Day/Year) 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 2,868,204 D Class A Common Stock 73,529 I(1) By KSLI Trust Class A Common Stock 171,146 I(1) By KSSF Trust Class A Common Stock 73,529 I(1) By SSLI Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

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

(2)

08/10/2030

Class A Common Stock

323,529

323,529

D

Restricted Stock Units

(3)

(4)

(4)

Class A Common Stock

333,333

333,333

D

Class B Common Stock

(5)

(5)

(5)

Class A Common Stock

125,000

125,000

I(1)

By KSSF Trust

Class B Common Stock

(5)

05/30/2025

A

915,033

(6)

(6)

Class A Common Stock

915,033

$ 0

915,033

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SAMINI KEYVAN C/O MOBIX LABS, INC. 1 VENTURE, SUITE 220 IRVINE, CA 92618	X		President, CFO & Director

Signatures

/s/ Terri Aprati, Attorney-in-Fact		08/13/2025
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	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.
(2)	These options are fully vested and exercisable.
(3)	The Restricted Stock Units ("RSUs") convert to Class A Common Stock on a one-for-one basis.
(4)	These RSUs will vest on December 21, 2025.
(5)	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).
(6)	The Class B restricted stock awards (the "RSAs") were granted to the Reporting Person on May 30, 2025, and will vest over five years as follows: (i) 10% of the RSAs will vest on the first anniversary of the grant date (May 30, 2026) and (ii) the remaining 90% will vest in equal quarterly installments over the remaining 48 months.

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