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*
SHIBA KERRY A

(Last) (First) (Middle)
1250 S. CAPITAL OF TEXAS HIGHWAY
BUILDING 1, SUITE 330

(Street)
AUSTIN TX 78746

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/03/2023
3. Issuer Name and Ticker or Trading Symbol
ITERIS, INC. [ ITI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP and CFO
5. If Amendment, Date of 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
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)
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:
No securities are beneficially owned.
/s/Donald R. Reynolds, Attorney-in-Fact for Kerry A. Shiba 02/06/2023
** 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.
POWER OF ATTORNEY


       KNOW ALL MEN BY THESE PRESENTS, that the undersigned
hereby constitutes and appoints Tom Thomas, Khristine Arakaki,
Donald R. Reynolds and the members of or persons associated
with Wyrick Robbins Yates & Ponton LLP, and each of them, his
true and lawful attorney-in-fact to:

(1) Execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer of Iteris, Inc. (the
"Company"), any and all Forms 3, 4, and 5 required to be
filed by the undersigned in accordance with Section 16(a)
of the Securities Exchange Act of 1934, as amended (the
"Exchange Act") and the rules thereunder;

(2) Do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete
and execute any such Form 3, 4, or 5 and timely file such
Form or Forms with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

(3) Take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-
in-fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf
of the undersigned, pursuant to this Power of Attorney, shall
be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in his discretion.

       The undersigned hereby grants to each such attorney-
in-fact full power and authority to do and perform all and
every act and thing whatsoever requisite, necessary and proper
to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or his substitute or substitutes,
shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted. The
undersigned acknowledges that no such attorney-in-fact, in serving
in such capacity at the request of the undersigned, is hereby
assuming, nor is the Company hereby assuming, any of the
undersigned's responsibilities to comply with Section 16 of
the Exchange Act.

       This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file
Forms 3, 4, and 5 with respect to the undersigned's holdings of
and transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorneys-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this
Power of Attorney to be executed as of this 13th day of January
2023


/s/ Kerry A. Shiba
Kerry A. Shiba