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, 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Vargas Matthew
2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2024
3. Issuer Name and Ticker or Trading Symbol
EMCORE CORP [EMKR]
(Last)
(First)
(Middle)
C/O EMCORE CORPORATION, 450 CLARK DR.
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Interim CEO
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

BUDD LAKE, NJ 07828
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 3,305 (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
Performance-Based Restricted Stock Units (PSUs) 03/23/2026(2) 03/23/2026(2) Common Stock 1,880 (3) $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Vargas Matthew
C/O EMCORE CORPORATION
450 CLARK DR.
BUDD LAKE, NJ 07828
      Interim CEO  

Signatures

/s/ Ryan Hochgesang, as attorney-in-fact 05/17/2024
**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) Includes an aggregate of 2,820 shares of common stock issuable pursuant to restricted stock units that have not yet vested.
(2) Either zero (0) or 100% of the PSUs will vest, if at all, on March 23, 2026, subject to the Reporting Person's continued service with the Issuer through such date.
(3) Each Performance-Based Restricted Stock Unit (PSU) represents a contingent right to receive one share of EMCORE common stock, based on a threshold average closing share price for EMCORE's common stock, as set by the Compensation Committee of the Board of Directors, during any 30-day period within the three-year period following the grant date.

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