Sec Form 4 Filing - Fundamental Global Investors, LLC @ ITERIS, INC. - 2017-09-12

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 Fundamental Global Investors, LLC 2. Issuer Name and Ticker or Trading Symbol ITERIS, INC. [ ITI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 4201 CONGRESS STREET, SUITE 140, 3. Date of Earliest Transaction (MM/DD/YY) 09/12/2017 (Street) CHARLOTTE, NC28209 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, par value $0.10 per share 09/12/2017 S 62,247 D $ 6.3114 188,542 ( 1 ) ( 2 ) I Fundamental Global Partners Master Fund, LP Common Stock, par value $0.10 per share 09/12/2017 S 64,321 D $ 6.3114 196,910 ( 1 ) ( 2 ) I Fundamental Global Partners, LP Common Stock, par value $0.10 per share 09/12/2017 S 80,922 D $ 6.3114 1,534,006 ( 1 ) ( 2 ) I RELM Wireless Corporation Common Stock, par value $0.10 per share 09/13/2017 S 12,753 D $ 6.3088 175,789 ( 1 ) ( 2 ) I Fundamental Global Partners Master Fund, LP Common Stock, par value $0.10 per share 09/13/2017 S 13,178 D $ 6.3088 183,732 ( 1 ) ( 2 ) I Fundamental Global Partners, LP Common Stock, par value $0.10 per share 09/13/2017 S 16,579 D $ 6.3088 1,517,427 ( 1 ) ( 2 ) I RELM Wireless Corporation Common Stock, par value $0.10 per share 09/14/2017 S 5,788 D $ 6.3193 170,001 ( 1 ) ( 2 ) I Fundamental Global Partners Master Fund, LP Common Stock, par value $0.10 per share 09/14/2017 S 5,981 D $ 6.3193 177,751 ( 1 ) ( 2 ) I Fundamental Global Partners, LP Common Stock, par value $0.10 per share 09/14/2017 S 7,524 D $ 6.3193 1,509,903 ( 1 ) ( 2 ) I RELM Wireless Corporation Common Stock, par value $0.10 per share 10,751 ( 1 ) 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fundamental Global Investors, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE, NC28209 X RELM WIRELESS CORP 7100 TECHNOLOGY DRIVE WEST MELBOURNE, FL32904 Other Cerminara Kyle C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE, NC28209 X Johnson Lewis M C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE, NC28209 Other MOGLIA JOSEPH H C/O FUNDAMENTAL GLOBAL INVESTORS, LLC 4201 CONGRESS STREET, SUITE 140 CHARLOTTE, NC28209 Other Signatures FUNDAMENTAL GLOBAL INVESTORS, LLC /s/ D. Kyle Cerminara, Chief Executive Officer, Partner and Manager 09/14/2017 Signature of Reporting Person Date RELM WIRELESS CORP /s/ William P. Kelly, EVP and Chief Financial Officer 09/14/2017 Signature of Reporting Person Date /s/ D. Kyle Cerminara 09/14/2017 Signature of Reporting Person Date /s/ Lewis M. Johnson 09/14/2017 Signature of Reporting Person Date /s/ Joseph H. Moglia 09/14/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Reporting Persons beneficially own in the aggregate 1,857,655 shares of Common Stock, which represent approximately 5.7% of the Company's outstanding shares of Common Stock. In addition, CWA Asset Management Group, LLC, 50% of which is owned by Fundamental Global Investors, LLC, holds 99,578 shares of Common Stock for the accounts of individual investors, which represent approximately 0.3% of the Company's outstanding shares of Common Stock, and Mr. D. Kyle Cerminara, who serves on the Board of Directors of the Company, holds 2,605 shares of Common Stock and 8,146 RSUs granted to him as director compensation. The RSUs vest on the date of the Company's 2017 annual meeting. Fundamental Global Investors, LLC may be deemed to be a beneficial owner of the shares of Common Stock that are directly owned by Fundamental Global Partners, LP ("FGPP"), Fundamental Global Partners Master Fund, LP ("FGPM") and RELM Wireless Corporation ("RWC"). ( 2 )Due to their positions with Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara, Lewis M. Johnson and Joseph H. Moglia may be deemed to be beneficial owners of the shares of Common Stock disclosed as directly owned by FGPP and FGPM. Due to their positions with RWC, Fundamental Global Investors, LLC and affiliated entities, Messrs. Cerminara and Johnson may be deemed to be a beneficial owners of the shares of Common Stock disclosed as directly owned by RWC. Each Reporting Person disclaims beneficial ownership of the shares referred to herein except to the extent of his or its pecuniary interest therein.

Reminder: Report on a separate line for each class of securities beneficial ly owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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