Sec Form 4 Filing - KOSS MICHAEL J @ KOSS CORP - 2022-03-23

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) 03/23/2022 (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 03/23/2022 Z( 1 ) V 1,000,885 D $ 0 0 I As co-trustee of Koss Family Trust Common Stock 03/23/2022 Z( 2 ) V 707,949 D $ 0 0 I As co-trustee of Nancy Koss Trust Common Stock 03/23/2022 Z( 3 ) V 983,800 D $ 0 0 I By family corporation Common Stock 03/23/2022 Z V 2,696,634 A $ 0 2,696,634 I As voting trustee( 4 ) Common Stock 774,907 D Common Stock 27,000 I As co-trustee of trusts for children( 5 ) Common Stock 157,801 I ESOP

Table II - Derivative Securit ies 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

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/ Kim M. Schulte, as attorney-in-fact 06/03/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares were distributed upon the dissolution of the Koss Family Trust for no consideration to Michael J. Koss, as voting trustee of the voting trust established pursuant to that certain Restatement of Koss Family Voting Trust, dated March 23, 2022 (the "Voting Trust"). ( 2 )These shares were distributed upon the dissolution of the Nancy Koss Trust for no consideration to Michael J. Koss, as voting trustee of the Voting Trust. ( 3 )These shares were transferred from the family corporation for no consideration to Michael J. Koss, as voting trustee of the Voting Trust. ( 4 )The reporting person holds these shares in his capacity as voting trustee of the voting trust established by that certain Restatement of Koss Family Voting Trust, dated March 23, 2022. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. ( 5 )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.

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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