05/22/2026 | Press release | Distributed by Public on 05/22/2026 07:47
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FORM 4
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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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| 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) | ||
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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) |
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| 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 Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Zizelman James C/O STONERIDGE, INC. 39675 MACKENZIE DRIVE, SUITE 400 NOVI, MI 48377 |
X | President and CEO | ||
| /s/ Robert M. Loesch, by power of attorney | 05/22/2026 | |
| **Signature of Reporting Person | Date |
| * | 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. |