Paul Jacobs - Mar 24, 2025 Form 4 Insider Report for VOXX International Corp (VOXX)

Role: President & CEO, Klipsch Group
Signature: /s/ T. Paul Jacobs
Stock symbol: VOXX
Transactions as of: Mar 24, 2025
Transactions value $: $0
Form type: 4
Date filed: 4/2/2025, 04:20 PM
Previous filing: Jul 25, 2024
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VOXX	SERP Restricted Stock Units	Award	$0	+6K		$0.00	6K	Mar 24, 2025	Class A Common Stock	6K		Direct	F1, F2
transaction	VOXX	SERP Restricted Stock Units	Disposed to Issuer		-135K	-100%		0	Apr 1, 2025	Class A Common Stock	135K		Direct	F1, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Paul Jacobs is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	The investment return on contributions in the SERP is generally equal to the earnings and losses that would occur if 100% of the contributions were invested in the Issuer's Class A Common Stock on the date of grant. Vested balances in the SERP are settled in the Issuer's sole discretion in the form of cash, shares of the Issuer's Class A Common Stock or a combination of both.
F2	Restricted Stock Units ("RSUs") issued pursuant to the Issuer's 2024 Equity Incentive Plan. Issuer RSUs customarily vest on the later of three years from the date of grant or the grantee reaching the age of 65 years, with the Issuer, in its sole discretion, permitted to settle the RSUs in the form of cash, shares of Class A Common Stock or a combination of both. These RSUs were cancelled in connection with the Merger (as defined in footnote 2).
F3	Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 17, 2024, by and among the Issuer, Gentex Corporation, a Michigan corporation ("Gentex"), and Instrument Merger Sub, Inc., a Delaware corporation wholly owned by Gentex ("Merger Sub"), on April 1, 2025, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Gentex.
F4	Pursuant to the Merger Agreement, at the Effective Time, each restricted stock unit of the Issuer outstanding immediately before the effective time of the Merger automatically vested in full (if unvested) and was cancelled and converted into the right to receive a cash payment equal to the product of the number of shares of Class A Common Stock, par value $0.01 per share, subject to the restricted stock unit award multiplied by $7.50, less applicable withholding taxes.