Turtle Beach Corporation

04/02/2026 | Press release | Distributed by Public on 04/02/2026 17:40

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Wynne Megan S.
2. Issuer Name and Ticker or Trading Symbol
Turtle Beach Corp [TBCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
General Counsel
(Last) (First) (Middle)
C/O TURTLE BEACH CORPORATION, 15822 BERNARDO CENTER DRIVE, SUITE 105
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
(Street)
SAN DIEGO, CA 92127
4. If Amendment, Date Original Filed (Month/Day/Year)
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 04/01/2026 M 3,478 A (1) 65,365 D
Common Stock 04/01/2026 M 1,845 A (1) 67,210 D
Common Stock 04/01/2026 M 4,500 A (2) 71,710 D
Common Stock 04/01/2026 M 6,125 A (2) 77,835 D
Common Stock 04/01/2026 M 1,747 A (2) 79,582 D
Common Stock 04/01/2026 M 2,905 A (2) 82,487 D
Common Stock 04/02/2026 F(3) 10,997 D $10.22 71,490 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
Performance Stock Units (4) 04/01/2026 M 3,478 (5) (5) Common stock 3,478 $ 0 0 D
Performance Stock Units (4) 04/01/2026 M 1,845 (6) (6) Common stock 1,845 $ 0 1,902 D
Restricted Stock Units (7) 04/01/2026 M 4,500 (8) (8) Common stock 4,500 $ 0 0 D
Restricted Stock Units (7) 04/01/2026 M 6,125 (9) (9) Common stock 6,125 $ 0 6,125 D
Restricted Stock Units (7) 04/01/2026 M 1,747 (10) (10) Common stock 1,747 $ 0 3,494 D
Restricted Stock Units (7) 04/01/2026 M 2,905 (11) (11) Common stock 2,905 $ 0 8,715 D
Restricted Stock Units (7) 04/01/2026 A 22,015 (12) (12) Common stock 22,015 $ 0 22,015 D
Stock Option (Right to Buy) $2.04 (13) 11/13/2027 Common stock 3,106 3,106 D
Stock Option (Right to Buy) $3.12 (13) 04/11/2028 Common stock 4,551 4,551 D
Stock Option (Right to Buy) $12.10 (13) 04/01/2029 Common stock 18,209 18,209 D
Stock Option (Right to Buy) $5.95 (13) 04/01/2030 Common stock 31,875 31,875 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wynne Megan S.
C/O TURTLE BEACH CORPORATION
15822 BERNARDO CENTER DRIVE, SUITE 105
SAN DIEGO, CA 92127
General Counsel

Signatures

/s/ Megan S. Wynne 04/02/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Performance stock units ("PSUs") were converted into common stock on a one-for-one basis.
(2) Restricted stock units ("RSUs") were converted into common stock on a one-for-one basis.
(3) Represents shares withheld to satisfy tax withholding obligations upon the vesting of PSUs and RSUs awarded to the reporting person.
(4) These securities are PSUs 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.
(5) Acquired upon achievement of certain performance criteria pursuant to 34% of the PSUs granted on April 1, 2023 under the Turtle Beach Corporation Stock Based 2023 Incentive Compensation Plan. The vesting of such PSUs was determined over a three-year period based on (i) the amount by which revenue growth exceeds a defined baseline market growth each year and (ii) the achievement of specified tiers of adjusted EBITDA as a percentage of net revenue each year, with the ability to earn and vest into such units ranging from 0% to 200%. These PSUs vested with respect to the underlying shares of Turtle Beach Corporation common stock on April 1, 2026.
(6) These PSUs granted on April 1, 2024 vested in 1,846 shares on April 1, 2025 and 1,845 shares on April 1, 2026 and will vest in 1,902 shares on April 1, 2027.
(7) The securities are RSUs 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.
(8) These RSUs vested in full on April 1, 2026.
(9) These RSUs vest in equal annual installments until April 1, 2027.
(10) These RSUs vest in equal annual installments until April 1, 2028.
(11) These RSUs vest in equal annual installments until April 1, 2029.
(12) One-quarter of these RSUs will vest on April 1, 2027, with the remainder of the RSUs vesting in equal annual installments until April 1, 2030.
(13) These options were exercisable as of the transaction date.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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