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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Johnson Leonard
 2. Date of Event Requiring Statement (Month/Day/Year)
08/11/2016		 3. Issuer Name and Ticker or Trading Symbol
AIRGAIN INC [AIRG]
(Last)
(First)
(Middle)
C/O AIRGAIN, INC., 3611 VALLEY CENTRE DRIVE, SUITE 150		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN DIEGO, CA 92130		 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 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 20,900 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Stock Option (Right to Buy)   (2) 08/26/2024 Common Stock 50,000 $ 2 D  
Stock Option (Right to Buy)   (3) 05/23/2026 Common Stock 13,062 $ 1.9 D  
Stock Option (Right to Buy)   (4) 05/23/2026 Common Stock 13,062 $ 1.9 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Johnson Leonard
C/O AIRGAIN, INC.
3611 VALLEY CENTRE DRIVE, SUITE 150
SAN DIEGO, CA 92130		       Chief Financial Officer  

Signatures

/s/ Leonard Johnson 08/11/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The restricted shares are subject to forfeiture until six months and one day following the closing date of the Issuer's initial public offering, subject to the reporting person's continued service to the Issuer through such vesting date. The restricted shares may accelerate under certain conditions pursuant to the reporting person's employment agreement.
(2) The option is fully vested.
(3) The option is exercisable as it vests. 25% of the shares subject to the option vest on May 24, 2017, and 1/48th of the total number of shares subject to the option vest monthly thereafter, subject to the reporting person's continued service to the Issuer through each such vesting date. The option may accelerate under certain conditions pursuant to the reporting person's employment agreement.
(4) The option is exercisable as it vests. 25% of the shares subject to the option vest on May 24, 2017, and 1/48th of the total number of shares subject to the option vest monthly thereafter, subject to the reporting person's continued service to the Issuer through each such vesting date. The number of shares eligible for vesting are conditioned upon the Issuer's achievement of certain financial milestones pursuant to the reporting person's option agreement with the Issuer. In addition, the option may accelerate under certain conditions pursuant to the reporting person's employment agreement and option agreement.
 
Remarks:
Exhibit 24 - Power of Attorney

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