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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0001140361-22-039508 0000923666 XXXXXXXX LIVE 4 Common Stock, $0.01 par value 02/21/2025 false 0000867840 740294400 Precision Optics Corporation, Inc 22 East Broadway Gardner MA 01440 Norman H. Pessin 917-887-1982 400 E.51st Street PH 31 New York NY 10022 0000923666 PESSIN NORMAN H PF X1 151466 0 151466 0 151466 N 2 IN Y PESSIN SANDRA F PF X1 477361 0 477361 0 477361 N 6.2 IN Y PESSIN BRIAN L PF X1 481229 0 481229 0 481229 N 6.3 IN Common Stock, $0.01 par value Precision Optics Corporation, Inc 22 East Broadway Gardner MA 01440 1) Norman H. Pessin 2) Sandra F. Pessin 3) Brian L. Pessin 1) 400 E 51st PH 31, New York, NY 10022 2) 400 E 51st PH 31, New York, NY 10022 3) 65 E 76th St Apt 3DE, New York, NY 10021 1) Investor 2) Housewife 3) Investor 1) none 2) none 3) none 1) none 2) none 3) none 1) United States 2) United States 3) United States The aggregate purchase price of the 151,466 shares of Common Stock owned by Norman H. Pessin is approximately $651,674.81, including brokerage commissions. The shares of Common Stock owned by Norman H. Pessin were acquired with personal funds. The aggregate purchase price of the 477,361 shares of Common Stock owned by Sandra F. Pessin is approximately $1,401,798.51, including brokerage commissions. The shares of Common Stock owned by Sandra F. Pessin were acquired with personal funds. The aggregate purchase price of the 481,229 shares of Common Stock owned by Brian L. Pessin is approximately $1,615,632.25, including brokerage commissions.The shares of Common Stock owned by Brian L. Pessin were acquired with personal funds. The Reporting Persons originally purchased the Shares based on the belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer's financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, communications with management and the Board of Directors of the Issuer, engaging in discussions with third parties about the Issuer, making proposals to the Issuer concerning changes to the capitalization or operations of the Issuer, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares, or changing their intention with respect to any and all matters referred to in Item 4. Norman H. Pessin owns 151,466 shares of the Common Stock of the Issuer, constituting 2.0% of the outstanding shares thereof. Sandra F. Pessin owns 477,361 shares of Common Stock of the Issuer, constituting 6.2% of the outstanding shares thereof. Brian L. Pessin owns 481,229 shares of Common Stock of the Issuer, constituting 6.3% of the outstanding shares thereof. Norman H. Pessin has sole voting and dispositive power with respect to the shares of Common Stock he owns directly. Sandra F. Pessin has sole voting and dispositive power with respect to the shares of Common Stock she owns directly. Brian L. Pessin has sole voting and dispositive power with respect to the shares of Common Stock she owns directly. Schedule A attached hereto lists all transactions in securities of the Issuer during the past sixty days by the Reporting Persons. All of such transactions were effected through private placement. None Exhibit 99.1 for schedule of transactions. PESSIN NORMAN H /s/Norman H. Pessin Norman H. Pessin 02/24/2025 PESSIN SANDRA F /s/Sandra F. Pessin Sandra F. Pessin 02/24/2025 PESSIN BRIAN L /s/ Brian L. Pessin Brian L. Pessin 02/24/2025