Sec Form 4 Filing - READ JONATHAN R @ GIGA TRONICS INC - 2022-09-08

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 READ JONATHAN R 2. Issuer Name and Ticker or Trading Symbol GIGA TRONICS INC [ GIGA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O GIGA-TRONICS INCORPORATED, 5990 GLEASON DR 3. Date of Earliest Transaction (MM/DD/YY) 09/08/2022 (Street) DUBLIN, CA94568 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 Common Stock( 1 )( 2 ) 09/08/2022 A 149,925 A $ 0 149,925 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)( 3 ) $ 2.93 09/08/2022 A 299,851 09/08/2022 05/25/2026 Common Stock 299,851 ( 4 ) 299,851 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other READ JONATHAN R C/O GIGA-TRONICS INCORPORATED 5990 GLEASON DR DUBLIN, CA94568 X Chief Executive Officer Signatures /s/ Jonathan Read 09/12/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant was exempt from Section 16(b) under the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder as it was approved by the board of directors of the Issuer, which was comprised of three non-employee directors in accordance with Rule 16b-3(d). ( 2 )Of the restricted stock units, 99,951 are fully vested and the remaining 49,974 restricted stock units shall vest in four equal semi-annual installments with the first increment vesting on November 25, 2022 (with fractional numbers initially rounded up and then rounded down) through May 25, 2024, subject to continued service as an employee of the Company as of each applicable vesting date. Vested shares of common stock will be delivered to the Reporting Person upon the final vesting of the restricted stock units. The restricted stock units were issued under the Company's 2018 Equity Incentive Plan. ( 3 )The stock options were granted under the Company's 2018 Equity Incentive Plan and shall vest as follows: 212,401 options are fully vested, and the remaining 87,450 options shall vest in monthly increments over a period of 21 months beginning on September 25, 2022 through May 25, 2024, subject to continued employment by the Company or any of its subsidiaries on each applicable vesting date. ( 4 )Not applicable.

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