UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. ___)*

Flux Power Holdings, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

344057302

(CUSIP Number)

William B. Brown, Managing Member and CEO

513-655-5561

Formidable Asset Management, LLC

221 E. Fourth Street, Suite 2700

Cincinnati OH 45202

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

April 14, 2023

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [X]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Item 1.  Security and Issuer.

This statement on Schedule 13D (the “Schedule 13D”) relates to the shares of Common Stock, par value $0.001 per share (the “Common Stock”) of Flux Power Holdings, Inc. (the “Issuer”) whose principal executive offices are located at 2685 S. Melrose Drive, Vista, California 92081.

Item 2.  Identity and Background.

(d), (e) During the last five years, neither Formidable Asset Management, LLC nor Will Brown have (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3.  Source or Amount of Funds or Other Consideration.

On April 14, 2023, the Reporting Person acquired 250 shares in open market transactions at $4.05. This brought the total number of shares acquired in open market transactions to 548,226 shares of the Common Stock of the Issuer. No funds were borrowed to acquire the Common Stock.

Item 4.  Purpose of Transaction.

The Common Stock reported in this filing has been purchased and held for investment purposes. The Reporting Person acquired the shares as a passive investor and has no present plan or proposal which would relate to or result in any of the matters or actions set forth in clauses (a) through (j) of Item 4 of Schedule 13D. The amount of Common Stock purchased by the Reporting Person exceeded 20% on April 14, 2023 (but subsequently fell to below 20% on April 20, 2023).

Item 5.  Interest in Securities of the Issuer.

The following list sets forth the aggregate number and percentage based on 16,156,400 shares of Common Stock outstanding on March 31, 2023, as reported in the 10-Q filing of the Issuer filed with the Securities and Exchange Commission on May 11, 2023 of outstanding shares of Common Stock owned beneficially by the Reporting Persons.

List here any transactions in the Issuer’s Common Stock in the last 60 days including the date, amount, price and how/where the transaction was effected].

To the best knowledge of the Reporting Person, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities.

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Other than the investment advisory agreements with the Reporting Person’s clients, there are no contracts, arrangements, understandings or relationships between the Reporting Persons and any other person, with respect to the securities of the Issuer.

Item 7.  Material to Be Filed as Exhibits.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.