Sec Form 4 Filing - Stark Juergen M. @ Turtle Beach Corp - 2021-02-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
Stark Juergen M.
2. Issuer Name and Ticker or Trading Symbol
Turtle Beach Corp [ HEAR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer & Pres
(Last) (First) (Middle)
C/O TURTLE BEACH CORPORATION, 44 SOUTH BROADWAY, 4TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2021
(Street)
WHITE PLAINS, NY10601
4. If Amendment, Date Original Filed (MM/DD/YY)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/15/2020 F 6,295 ( 1 ) D $ 34.1 75,367 D
Common Stock 02/16/2021 M 50,000 A $ 7.72 125,367 D
Common Stock 02/16/2021 S 50,000 D $ 34.26 ( 2 ) 75,367 D
Common Stock 02/16/2021 M 20,000 A $ 2.04 95,367 D
Common Stock 02/16/2021 S 20,000 D $ 34.7 ( 3 ) 75,367 D
Common Stock 02/17/2021 M 15,912 A $ 7.72 91,279 D
Common Stock 02/17/2021 S 15,912 D $ 32.4 ( 4 ) 75,367 D
Common Stock 02/17/2021 M 20,000 A $ 2.04 95,367 D
Common Stock 02/17/2021 S 20,000 D $ 32.66 ( 5 ) 75,367 D
Common Stock 02/17/2021 S 6,219 D $ 32.4 ( 6 ) 69,148 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 7.72 02/16/2021 M 50,000 ( 7 ) 09/03/2022 Common Stock 50,000 $ 0 15,912 D
Stock Option (Right to Buy) $ 2.04 02/16/2021 M 20,000 ( 8 ) 11/13/2027 Common Stock 20,000 $ 0 92,500 D
Stock Option (Right to Buy) $ 7.72 02/17/2021 M 15,912 ( 7 ) 09/03/2022 Common Stock 15,912 $ 0 0 D
Stock Option (Right to Buy) $ 2.04 02/17/2021 M 20,000 ( 8 ) 11/13/2027 Common Stock 20,000 $ 0 72,500 D
Restricted Stock Unit ( 9 ) ( 10 ) ( 10 ) Common Stock 39,750 39,750 D
Restricted Stock Unit ( 9 ) ( 11 ) ( 11 ) Common Stock 58,000 58,000 D
Stock Option (Right to Buy) $ 7.24 ( 7 ) 05/29/2025 Common Stock 70,000 70,000 D
Stock Option (Right to Buy) $ 4.64 ( 7 ) 04/04/2026 Common Stock 112,500 112,500 D
Stock Option (Right to Buy) $ 2.04 ( 8 ) 11/13/2027 Common Stock 112,500 112,500 D
Stock Option (Right to Buy) $ 3.12 ( 12 ) 04/11/2028 Common Stock 112,500 112,500 D
Stock Option (Right to Buy) $ 12.1 ( 13 ) 04/01/2029 Common Stock 105,000 105,000 D
Stock Option (Right to Buy) $ 5.95 ( 14 ) 04/01/2030 Common Stock 115,000 115,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stark Juergen M.
C/O TURTLE BEACH CORPORATION
44 SOUTH BROADWAY, 4TH FLOOR
WHITE PLAINS, NY10601
X Chief Executive Officer & Pres
Signatures
/s/Juergen Stark 02/17/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares withheld to satisfy tax withholding obligations upon the vesting of the shares of restricted stock awarded to the Reporting Person.
( 2 )ALL SALES PURSUANT TO A 10b5-1 PLAN. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $33.51 to $34.99 per share. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
( 3 )ALL SALES PURSUANT TO A 10b5-1 PLAN. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $33.80 to $34.95 per share. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
( 4 )ALL SALES PURSUANT TO A 10b5-1 PLAN. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $31.57 to $33.28 per share. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
( 5 )ALL SALES PURSUANT TO A 10b5-1 PLAN. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $31.68 to $33.43 per share. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
( 6 )ALL SALES PURSUANT TO A 10b5-1 PLAN. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $32.00 to $33.06 per share. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
( 7 )All options were exercisable as of the transaction date.
( 8 )These options are scheduled to vest in equal monthly installments until November 13, 2021.
( 9 )The securities are restricted stock units representing a contingent right to receive one share of Turtle Beach Corporation common stock or, cash with a value equal to the fair market value of the underlying common stock or, a combination thereof.
( 10 )One-quarter of the restricted stock units granted on April 1, 2019 to the Reporting Person vest annually, so that the restricted stock units will become fully vested on April 1, 2023.
( 11 )One-quarter of the underlying shares will vest on April 1, 2021 with the remainder of the restricted stock units vesting in equal annual installments until April 1, 2024.
( 12 )These options are scheduled to vest in equal monthly installments until April 11, 2022.
( 13 )These options are scheduled to vest in equal monthly installments until April 1, 2023.
( 14 )One-quarter of the options will vest on April 1, 2021, with the remainder vesting with respect to 1/48 of the underlying shares each month thereafter.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(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).

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