Stoneridge Inc.

05/22/2026 | Press release | Distributed by Public on 05/22/2026 07:47

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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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Zizelman James
2. Issuer Name and Ticker or Trading Symbol
STONERIDGE INC [SRI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O STONERIDGE, INC., 39675 MACKENZIE DRIVE, SUITE 400
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026
(Street)
NOVI, MI 48377
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 Shares, without par value 6,500 I By Trust
Common Shares, without par value 05/20/2026 M 142,933(1) A (2) 174,372 D
Common Shares, without par value 05/20/2026 D 142,933(1) D $6.89 31,439 D
Common Shares, without par value 05/20/2026 M 430,663(3) A $ 0 462,102 D
Common Shares, without par value 05/20/2026 F 169,465 D $6.89 292,637 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
Phantom Shares (2) 05/20/2026 M 142,933 01/31/2027 01/31/2027 Common Shares, without par value 142,933 (2) 0 D
Share Units (4) 05/20/2026 D 193,799 (4) (4) Common Shares, without par value 193,799 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Zizelman James
C/O STONERIDGE, INC.
39675 MACKENZIE DRIVE, SUITE 400
NOVI, MI 48377
X President and CEO

Signatures

/s/ Robert M. Loesch, by power of attorney 05/22/2026
**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) In connection with the Reporting Person's retirement on May 20, 2026 each phanton share being the economic equivalent of one Company common share was paid in cash.
(2) Each Phantom Shares was the economic equivalent of one Common Share and was paid in cash.
(3) In addition to the vesting of Shares Units the total here includes the vesting of Performance Shares granted to the Reporting Person under the Company's Long-Term Incentive Plan (191,860 granted on March 10, 2025 and 45,003 granted on March 11, 2024) which vested upon the Reporting Person's May 20, 2026 retirement. Each Performance Share was payable on a one-for-one basis in Company common shares upon the Reporting Person's retirement.
(4) Share Units granted to the Reporting Person pursuant to the Company's Long-Term Incentive Plan on March 11, 2024 (36,823) and March 10, 2025 (156,976) payable on a one-for-one basis in Company common shares if the Reporting Person remained employed on the third anniversay of the date of grant or earlier upon retirement. The Reporting Person retired on May 20, 2026.
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.
Stoneridge Inc. published this content on May 22, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on May 22, 2026 at 13:47 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]