Sec Form 4 Filing - Adamovich John Jr @ VOXX International Corp - 2020-10-12

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
Adamovich John Jr
2. Issuer Name and Ticker or Trading Symbol
VOXX International Corp [ VOXX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O VOXX INTERNATIONAL CORPORATION, 2351 J. LAWSON BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
10/12/2020
(Street)
ORLANDO, FL32824
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
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
SERP Restricted Stock Units ( 1 ) ( 2 ) 10/12/2020( 1 ) A 10,000 ( 3 ) ( 4 ) ( 4 ) Class A Common 10,000 ( 3 ) $ 0 ( 5 ) 10,000 ( 3 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Adamovich John Jr
C/O VOXX INTERNATIONAL CORPORATION
2351 J. LAWSON BLVD.
ORLANDO, FL32824
X
Signatures
/s/ John Adamovich Jr. 10/13/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 is filed to report a grant of Restricted Stock Units ("RSUs") pursuant to the Issuer's 2014 Omnibus Equity Incentive Plan, as amended (the "Plan"). The RSUs vested on the date of grant, however, they will not be settled by the Issuer until the Reporting Person's resignation or removal from the Board, or termination of service due to death, upon a Change in Control or a reason approved by the Board in accordance with Article 2.2 of the Plan.
( 2 )The investment return on contributions in the SERP is generally equal to the earnings and losses that would occur if 100% of the contribution was invested in the Issuer's Class A Common Stock on the date of grant. Vested balances are settled in the Issuer's sole discretion in the form of cash, shares of the Issuer's Class A Common Stock or a combination of both.
( 3 )Represents the number of RSUs allocated to the Reporting Person under the SERP as of the date of grant based on the Fair Market Value defined as the mean of the highest and lowest quoted selling price of a share of the Issuer's Class A Common Stock on October 12, 2020.
( 4 )The vested balance in the Reporting Person's SERP account is payable in cash, Class A Common Stock or a combination of both at the Issuer's discretion, following the Reporting Person's resignation or removal from the Board, or termination of service due to death, upon a Change in Control or a reason approved by the Board in accordance with Article 2.2 of the Plan.
( 5 )The number of RSUs allocated to the reporting person under the SERP was determined by dividing the amount of compensation by the Fair Market Value of a share of the Issuer's Class A Common Stock on the award date.

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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