Keirn Cris 4
4 · Turtle Beach Corp · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
Turtle Beach (TBCH) CEO Keirn Cris Exercises/Converts Equity, Withholds 19,812 Shares
What Happened
- Keirn Cris, CEO and director of Turtle Beach Corporation, had multiple equity awards convert/vest on April 1, 2026 and received a total award/conversion of 61,154 shares (derivative awards). To satisfy tax withholding on the vesting/conversion, 19,812 shares were withheld/paid at an implied per-share value of $10.22 for a total tax withholding of $202,479. Several derivative/option conversions (listed in the filing) were also recorded as exercised/converted.
Key Details
- Transaction date: April 1, 2026; Form 4 filed April 2, 2026 (timely).
- Converted/vested/awarded (derivative conversions and grants): entries include 3,974; 6,920; 5,250; 7,000; 6,552; 8,544 shares and a grant/award of 61,154 shares (see filing).
- Shares withheld for tax/paid: 19,812 shares at $10.22 per share = $202,479 (transaction code F = payment of exercise price or tax liability).
- Many items are derivative transactions (code M = exercise/conversion of derivative; code A = grant/award). Some entries show $0.00 per share reflecting conversion of PSUs/RSUs into common stock rather than a cash purchase.
- Notable footnotes: PSUs and RSUs converted one-for-one into common stock (F1, F2); some PSUs vested based on performance (F5) and multi-year vesting schedules apply to several RSU/PSU tranches (F6, F8–F12). F3 confirms shares were withheld to satisfy tax liabilities upon vesting.
- Shares owned after the transactions are not specified in the provided excerpt of the filing.
Context
- This filing reflects vesting/conversion of restricted stock units and performance stock units (and related derivative exercises), not an open-market sale. The withholding of shares to pay taxes is a routine, administrative step (often called net-share settlement or tax withholding) and should not be interpreted as an open-market disposition for investment judgment.
- Where options or derivatives were exercised and shares immediately used to satisfy withholding, that is effectively a cashless/settlement action rather than a sale to a third party.
Insider Transaction Report
Form 4
Keirn Cris
DirectorCEO
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-04-01+3,974→ 62,109 total - Exercise/Conversion
Common Stock
[F1]2026-04-01+6,920→ 69,029 total - Exercise/Conversion
Common Stock
[F2]2026-04-01+5,250→ 74,279 total - Exercise/Conversion
Common Stock
[F2]2026-04-01+7,000→ 81,279 total - Exercise/Conversion
Common Stock
[F2]2026-04-01+6,552→ 87,831 total - Exercise/Conversion
Common Stock
[F2]2026-04-01+8,544→ 96,375 total - Tax Payment
Common Stock
[F3]2026-04-01$10.22/sh−19,812$202,479→ 76,563 total - Exercise/Conversion
Performance Stock Units
[F4][F5]2026-04-01−3,974→ 0 total→ Common stock (3,974 underlying) - Exercise/Conversion
Performance Stock Units
[F4][F6]2026-04-01−6,920→ 7,130 total→ Common stock (6,920 underlying) - Exercise/Conversion
Restricted Stock Units
[F7][F8]2026-04-01−5,250→ 0 total→ Common stock (5,250 underlying) - Exercise/Conversion
Restricted Stock Units
[F7][F9]2026-04-01−7,000→ 7,000 total→ Common stock (7,000 underlying) - Exercise/Conversion
Restricted Stock Units
[F7][F10]2026-04-01−6,552→ 13,104 total→ Common stock (6,552 underlying) - Exercise/Conversion
Restricted Stock Units
[F7][F11]2026-04-01−8,544→ 25,632 total→ Common stock (8,544 underlying) - Award
Restricted Stock Units
[F7][F12]2026-04-01+61,154→ 61,154 total→ Common stock (61,154 underlying)
Holdings
- 19,167
Stock Option (Right to Buy)
[F13]Exercise: $12.10Exp: 2029-04-01→ Common stock (19,167 underlying) - 12,605
Stock Option (Right to Buy)
[F13]Exercise: $5.95Exp: 2030-04-01→ Common stock (12,605 underlying)
Footnotes (13)
- [F1]Performance stock units ("PSUs") were converted into common stock on a one-for-one basis.
- [F10]These RSUs vest in equal annual installments until April 1, 2028.
- [F11]These RSUs vest in equal annual installments until April 1, 2029.
- [F12]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.
- [F13]These options were exercisable as of the transaction date.
- [F2]Restricted stock units ("RSUs") were converted into common stock on a one-for-one basis.
- [F3]Represents shares withheld to satisfy tax withholding obligations upon the vesting of PSUs and RSUs awarded to the reporting person.
- [F4]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.
- [F5]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.
- [F6]These PSUs granted on April 1, 2024 vested in 6,920 shares on each of April 1, 2025 and April 1, 2026 and will vest in 7,130 shares on April 1, 2027.
- [F7]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.
- [F8]These RSUs vested in full on April 1, 2026.
- [F9]These RSUs vest in equal annual installments until April 1, 2027.
Signature
/s/ Megan S. Wynne, attorney-in-fact for Cris Keirn|2026-04-02