Sec Form 4 Filing - KOSS MICHAEL J @ KOSS CORP - 2021-06-01

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
KOSS MICHAEL J
2. Issuer Name and Ticker or Trading Symbol
KOSS CORP [ KOSS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O KOSS CORPORATION, 4129 N. PORT WASHINGTON AVE.
3. Date of Earliest Transaction (MM/DD/YY)
06/01/2021
(Street)
MILWAUKEE, WI53212
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 06/01/2021 M 11,779 A $ 1.95 786,686 D
Common Stock 06/01/2021 S 11,779 D $ 25.04 ( 1 ) 774,907 D
Common Stock 06/02/2021 M 43,221 A $ 1.95 818,128 D
Common Stock 06/02/2021 S 25,000 D $ 26.11 ( 2 ) 793,128 D
Common Stock 06/02/2021 S 10,000 D $ 28.18 783,128 D
Common Stock 06/02/2021 S 8,221 D $ 29.63 ( 3 ) 774,907 D
Common Stock 06/02/2021 S 5,000 D $ 30 32,000 I As co-trustee of trusts for children ( 4 )
Common Stock 06/02/2021 S 5,000 D $ 43 27,000 I As co-trustee of trusts for children ( 4 )
Common Stock 707,949 I As co-trustee of Nancy Koss Trust ( 5 )
Common Stock 1,000,885 I As co-trustee of Koss Family Trust ( 5 )
Common Stock 158,091 I ESOP
Common Stock 983,800 I By family corporation ( 6 )
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) $ 1.95 06/01/2021 M 11,779 ( 7 ) 07/26/2022 Common Stock 11,779 $ 0 88,221 D
Stock Option (right to buy) $ 1.95 06/02/2021 M 43,221 ( 7 ) 07/26/2022 Common Stock 43,221 $ 0 45,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KOSS MICHAEL J
C/O KOSS CORPORATION
4129 N. PORT WASHINGTON AVE.
MILWAUKEE, WI53212
X X President and CEO
Signatures
/s/ David D. Smith, as attorney-in-fact 06/03/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.00 to $25.22, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 2 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.75 to $26.50, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 3 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.60 to $29.70, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 4 )These shares are held through two separate trusts. Each trust benefits an adult child of the reporting person. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 5 )The reporting person and members of his immediate family are the sole beneficiaries of the trust. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 6 )The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
( 7 )This option vests in four equal annual installments beginning on July 26, 2018.

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).
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