Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
|
Turtle Beach Corp (Name of Issuer) |
Common Stock, par value $0.001 per share (Title of Class of Securities) |
900450206 (CUSIP Number) |
Hoak Public Equities, L.P. 3963 Maple Avenue, Suite 450 Dallas, TX, 75219 (214) 855-2284 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/07/2026 (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.
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).
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
Hoak Public Equities, LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
741,459.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.14 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
* This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the U.S. Securities and Exchange Commission (the "SEC"). This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
Hoak Fund Management, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
741,459.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.14 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
*This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
Hoak & Co. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
741,459.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.14 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
*This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
Hoak J. Hale | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF, WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
831,404.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.64 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
*Includes (1) 741,459 shares of Common Stock of the Issuer held directly by Hoak Public Equities, L.P, (2) 44,945 shares of Common Stock of the Issuer held directly by J. Hale Hoak, (3) 20,000 shares of Common Stock of the Issuer held by The Hoak Foundation, of which Mr. J. Hale Hoak serves as investment manager and (4) 25,000 shares of Common Stock of the Issuer held by Hale Hoak Child's Trust, of which J. Hale Hoak serves as trustee. ** This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
James M. Hoak, Jr. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
761,459.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.25 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
*Includes (1) 741,459 shares of Common Stock of the Issuer held directly by Hoak Public Equities, L.P, and (2) 20,000 shares of Common Stock of the Issuer held by The Hoak Foundation, of which Mr. James M. Hoak serves as president. ** This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
Hale Hoak Child's Trust | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
25,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.14 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
* This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
The Hoak Foundation | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
20,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.11 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
* This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| CUSIP No. | 900450206 |
| 1 |
Name of reporting person
DeeDee Hoak | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.01 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
* This calculation is based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC. This filing constitutes an exit filing as the Reporting Persons have ceased to be the beneficial owners of more than 5 percent of the referenced class of securities.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.001 per share | |
| (b) | Name of Issuer:
Turtle Beach Corp | |
| (c) | Address of Issuer's Principal Executive Offices:
15822 Bernardo Center Drive, Suite 105, San Diego,
CALIFORNIA
, 92127. | |
Item 1 Comment:
The Amendment No. 1 to the Schedule 13D (the "Amendment No. 1") amends and supplements the 13D originally filed with the Securities and Exchange Commission ("SEC") on February 24, 2026 (the "Original 13D", and together with Amendment No. 1, the "Schedule 13D"). Unless otherwise indicated, all capitalized terms used but not defined herein shall have the same meaning ascribed to them in the Original 13D. As set forth below, as a result of the transactions described herein, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the Common Stock of the Issuer. The filing of this Amendment No. 1 represents the final amendment to the Original 13D and constitutes an exit filing for the Reporting Persons | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 is hereby amended and restated to read in its entirety as follows: "The cost basis of the 741,459 shares of Common Stock currently by HPE is $9,236,510.79. All of the shares of Common Stock beneficially owned by HPE were paid for using working capital of HPE. Each of James M. Hoak, Jr. and J. Hale Hoak may also be deemed to beneficially own the Common Stock owned by HPE. The total amount of funds used for the purchase of the Common Stock reported by the Child's Trust was $235,700.00. J. Hale Hoak (in his capacity as trustee of the Child's Trust) may also be deemed to beneficially own the Common Stock owned by the Child's Trust. The total amount of funds used for the purchase of the Common Stock reported by the Hoak Foundation was $370,400.00. Each of James M. Hoak, Jr. (in his capacity as president) and J. Hale Hoak (in his capacity as investment manager to the Foundation) may also be deemed to beneficially own the Common Stock owned by the Hoak Foundation. The total amount of funds used for the purchase of the remaining Common Stock reported by J. Hale Hoak was $650,545.53 (all such 44,945 shares held directly by J. Hale Hoak). The total amount of funds used for the purchase of Common Stock by DeeDee Hoak was $21,870.00." | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) is hereby amended and restated to read in its entirety as follows: " (a) As of the date of this Schedule 13D, based upon 17,909,711 shares of Common Stock outstanding as of July 30, 2026, as disclosed in the Form 10-Q filed on August 6, 2026, by the Issuer with the SEC: i. HPE directly owns an aggregate of 741,459 shares of Common Stock, representing approximately 4.14% of the outstanding Common Stock. ii. Hoak Management, in its capacity as HPE's general partner, may be deemed to beneficially own an aggregate of 741,459 shares of Common Stock, representing approximately 4.14% of the outstanding Common Stock. iii. Hoak and Co. (in its capacity as the general partner of Hoak Management), may be deemed to beneficially own an aggregate of 741,459 shares of Common Stock, representing approximately 4.14% of the outstanding Common Stock. iv. The Child's Trust owns an aggregate of 25,000 shares of Common Stock, representing approximately 0.14% of the outstanding Common Stock. v. The Hoak Foundation owns an aggregate of 20,000 shares of Common Stock, representi
ng approximately 0.11% of the outstanding Common Stock. vi. James M. Hoak, Jr., in his capacity as Hoak & Co.'s controlling shareholder and president of the Foundation, may be deemed to beneficially own 761,459 shares of Common Stock, representing approximately 4.25% of the outstanding Common Stock. vii. J. Hale Hoak (1) directly owns an aggregate of 44,945 shares of Common Stock and (2) in his capacity as Hoak & Co.'s president and as trustee of the Child's Trust and investment manager to the Hoak Foundation may be deemed to beneficially own 786,459 shares of Common Stock, for an aggregate of 831,404 shares of Common Stock, representing approximately 4.64% of the outstanding Common Stock. viii. DeeDee Hoak directly owns an aggregate of 1,000 shares of Common Stock, representing approximately 0.01% of the outstanding Common Stock." | |
| (c) | Item 5(c) is hereby amended and restated in its entirety as follows: "Schedule A hereto sets forth all transactions in the Common Stock by any Reporting Person during the last 60 days. Except for the transactions set forth on Schedule A, none of the Reporting Persons effected any transaction during the last 60 days." | |
| (e) | Item 5(e) is hereby amended and restated to read in its entirety as follows: " (e) As a result of the transactions described herein, on August 7, 2026, the Reporting Persons ceased to be the beneficial owner of more than five percent (5%) of the Common Stock of the Issuer based on the number of shares of Common Stock outstanding as reported by the Issuer on August 6, 2026. The filing of this Amendment represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons." | |
| Item 7. | Material to be Filed as Exhibits. | |
99.1 Schedule A - all transactions in the Common Stock within the past 60 days by any Reporting Person. | ||
| 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.
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