Turtle Beach Corporation

12/30/2025 | Press release | Distributed by Public on 12/30/2025 15:55

Material Agreement (Form 8-K)

Item 1.01

Entry into a Material Definitive Agreement.

On December 29, 2025, Turtle Beach Corporation (the "Company") entered into the First Amendment to Credit Agreement (the "First Amendment"), which amended the Company's credit agreement, dated as of August 1, 2025 (as amended from time to time, the "Credit Agreement"), by and among the Company, the other borrowers and guarantors party thereto, the lenders from time to time party thereto, and Bank of America, N.A., as administrative agent, swingline lender and L/C issuer.

The First Amendment, amended and restated clause (b)(iii) of the definition of "Consolidated Fixed Charge Coverage Ratio" to permit the Company to exclude from the calculation of the denominator of the Consolidated Fixed Charge Coverage Ratio up to (i) $10,000,000 of restricted payments for the trailing twelve month period ending March 31, 2026 and (ii) $10,000,000 of restricted payments for the trailing twelve month period ending June 30, 2026. The other material terms of the Credit Agreement were unchanged.

The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the First Amendment, which is filed herewith as Exhibit 10.1 and incorporated by reference herein.

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