John T. Hanson - 01 Apr 2024 Form 4 Insider Report for Turtle Beach Corp (TBCH)

Footnote F1

Performance stock units were converted into common stock on a one-for-one basis.

Footnote F2

Restricted stock units were converted into common stock on a one-for-one basis.

Footnote F3

Represents shares withheld to satisfy tax withholding obligations upon the vesting of the shares of deferred stock awarded to the reporting person.

Footnote F4

These securities are performance stock units representing a contingent right to receive one share of Turtle Beach Corporation common stock.

Footnote F5

Acquired upon achievement of certain performance criteria pursuant to one-third of the performance stock units granted April 1, 2021 under the Turtle Beach Corporation Stock Based 2023 Incentive Compensation Plan. The vesting of performance stock units is 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 performance stock units will vest with respect to the underlying shares of Turtle Beach Corporation common stock on April 1, 2024, subject to continued employment through such date.

Footnote F6

Acquired upon achievement of certain performance criteria pursuant to one-third of the performance stock units granted April 1, 2022 under the Turtle Beach Corporation Stock Based 2023 Incentive Compensation Plan. The vesting of performance stock units is 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 performance stock units will vest with respect to the underlying shares of Turtle Beach Corporation common stock on April 1, 2024, subject to continued employment through such date. Vested shares for this grant have been rounded to the nearest whole share upon conversion into common stock on a one-for-one basis.

Footnote F7

Acquired upon achievement of certain performance criteria pursuant to one-third of the performance stock units granted April 1, 2023 under the Turtle Beach Corporation Stock Based 2023 Incentive Compensation Plan. The vesting of performance stock units is 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 performance stock units will vest with respect to the underlying shares of Turtle Beach Corporation common stock on April 1, 2024, subject to continued employment through such date. Vested shares for this grant have been rounded to the nearest whole share upon conversion into common stock on a one-for-one basis.

Footnote F8

The securities are restricted stock units 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.

Footnote F9

These restricted stock units vested in full on April 1, 2024.

Footnote F10

These restricted stock units vest in equal annual installments until April 1, 2025.

Footnote F11

These restricted stock units vest in equal annual installments until April 1, 2026.

Footnote F12

These restricted stock units vest in equal annual installments until April 1, 2027

Footnote F13

One-quarter of these restricted stock units will vest on April 1, 2025, with the remainder of the restricted stock units vesting in equal annual installments until April 1, 2028.

Footnote F14

These options were exercisable as of the transaction date.