Turtle Beach Corp — fact timeline

Turtle Beach Corp shareholders approved Non-binding, advisory vote on the compensation of NEOs at the 2026-06-02 meeting.

“Item 3. Non-binding, advisory vote on the compensation of NEOs. For Against Abstain Broker Non-Vote 8,469,269 172,584 14,466 3,939,697”

Turtle Beach Corp shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 at the 2026-06-02 meeting.

“Item 2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. For Against Abstain 12,380,259 207,376 8,381”

Turtle Beach Corp shareholders approved Election of six members to the Board of Directors at the 2026-06-02 meeting.

“Item 1. Election of six members to the Board of Directors. Nominee For Against Abstain Broker Non-Vote William Wyatt 7,921,944 731,238 3,137 3,939,697 Libby B. Bush 7,756,653 894,809 4,857 3,939,697 Lee Haspel 8,348,699 284,043 23,577 3,939,697 Cris Keirn 8,182,398 470,470 3,451 3,939,697 Daniela Kelley 8,348,980 283,663 23,676 3,939,697 Julia W. Sze 8,042,471 610,183 3,665 3,939,697”

Andrew Clipsham was appointed as Interim Chief Financial Officer at Turtle Beach Corp.

“Effective as of June 15, 2026, Andrew Clipsham, the Company’s Senior Finance Director, EMEA & ANZ, will serve as the Company’s Interim Chief Financial Officer and as the Company’s principal financial officer and principal accounting officer.”

Mark Weinswig resigned as Chief Financial Officer at Turtle Beach Corp.

“On May 16, 2026, Mark Weinswig informed the Company of his intent to resign as Chief Financial Officer of the Company, effective as of June 15, 2026.”

Turtle Beach Corp reported first quarter ended March 31, 2026 results: revenue $42.2 million, net income Net Loss of ($15.2) million. Guidance reaffirmed.

“results for the first quarter ended March 31, 2026 and reaffirmed full year 2026 guidance for net revenue and adjusted EBITDA. First Quarter Highlights • Net Revenue of $42.2 million. • Gross Margins of 26.8%. • Net Loss of ($15.2) million. • Adjusted EBITDA of ($6.5) million. • Generated cash flow from operations of $29.4 million. • Enhanced financial”

Turtle Beach Corp entered into ABL Credit Agreement with Bank of America, N.A. valued at $50,000,000 to $65,000,000 US commitment plus $10,000,000 to $15,000,000 UK commitment (effective 2026-04-30).

“On April 30, 2026, the Company entered into a Loan, Guaranty and Security Agreement (the “ABL Credit Agreement”), by and among the Company, Voyetra Turtle Beach, Inc., TBC Holding Company LLC, Performance Designed Products LLC, Turtle Beach Europe Limited, VTB Holdings, Inc., Tide Acquisition Sub II, LLC, the financial institutions party thereto and Bank of America, N.A. (the “ABL Agent”), as agent, collateral agent and security trustee for the lenders to the credit facility (the “Credit Facility”).”

Turtle Beach Corp entered into Term Loan Financing Agreement with Blue Torch Finance, LLC valued at $85,000,000 (effective 2026-04-30).

“On April 30, 2026, Turtle Beach Corporation (the “Company”) entered into a new financing agreement (the “Term Loan Financing Agreement”) by and among the Company, Voyetra Turtle Beach, Inc., a Delaware corporation, as borrower (“VTB”), each subsidiary of the Company listed as a guarantor on the signature pages thereto, the lenders from time to time party thereto, and Blue Torch Finance, LLC (“the “Term Agent”), as administrative agent and collateral agent (“Blue Torch”), pursuant to which Blue Torch made a loan to VTB in the aggregate amount of $85 million (the “Term Loan Facility”), the proceeds of which were used to or will be used to (a) refinance existing indebtedness of the Company and its subsidiaries; (b) for general corporate purposes; and (c) to pay fees and expenses related to the loan transactions.”

Turtle Beach Corp incurred revolving credit of $50,000,000 or $65,000,000 with Bank of America, N.A. at SOFR plus 1.50% and 2.00% maturing April 30, 2029.

“L Credit Agreement”), by and among the Company, Voyetra Turtle Beach, Inc., TBC Holding Company LLC, Performance Designed Products LLC, Turtle Beach Europe Limited, VTB Holdings, Inc., Tide Acquisition Sub II, LLC, the financial institutions party thereto and Bank of America, N.A. (the “ABL Agent”), as agent, collateral agent and security trustee for the lenders to the credit facility (the “Credit Facility”).”

Turtle Beach Corp incurred credit facility of $85 million with Blue Torch Finance, LLC at SOFR plus 7.50% per annum maturing April 30, 2029.

“Loan Financing Agreement”) by and among the Company, Voyetra Turtle Beach, Inc., a Delaware corporation, as borrower (“VTB”), each subsidiary of the Company listed as a guarantor on the signature pages thereto, the lenders from time to time party thereto, and Blue Torch Finance, LLC (“the “Term Agent”), as administrative agent and collateral agent (“Blue Torch”), pursuant to which Blue Torch made a loan to VTB in the aggregate amount of $85 million (the “Term Loan Facility”), the proceeds of which were used to or will be used to (a) refinance existing indebtedness of the Company and its subsidiaries; (b) for general corporate purposes; and (c) to pay fees and expenses related to the loan transactions.”

Turtle Beach Corp reported full year 2026 results: revenue between $335 million and $355 million. Guidance initiated.

“Financial Outlook The Company is initiating guidance for the full year 2026. Net revenues are expected to be between $335 million and $355 million, representing 5% to 11% year-over-year growth. Adjusted EBITDA is expected to be between $44 million and $48 million, representing 10% to 20% year-over-year growth.”

Turtle Beach Corp reported full year ended December 31, 2025 results: revenue $319.9 million, net income $15.7 million.

“Full Year 2025 Highlights • Net Revenue was $319.9 million. • Gross Margins were 37.3%, a year-over-year improvement of 270 basis points. • Net Income was $15.7 million. • Adjusted EBITDA was $40.1 million.”

Turtle Beach Corp reported fourth quarter ended December 31, 2025 results: revenue $118.8 million, net income $17.6 million.

“Fourth Quarter Highlights • Net Revenue was $118.8 million. • Gross Margins were 40.1%, a year-over-year improvement of 310 basis points. • Net Income was $17.6 million. • Adjusted EBITDA was $28.1 million.”

Turtle Beach Corp amended First Amendment to Credit Agreement with Bank of America, N.A., as administrative agent, swingline lender and L/C issuer (effective 2025-12-29).

“On December 29, 2025, Turtle Beach Corporation (the “Company”) entered into the First Amendment to Credit Agreement (the “First Amendment”), which amended the Company’s credit agreement, dated as of August 1, 2025 (as amended from time to time, the “Credit Agreement”), by and among the Company, the other borrowers and guarantors party thereto, the lenders from time to time party thereto, and Bank of America, N.A., as administrative agent, swingline lender and L/C issuer.”

Turtle Beach Corp incurred credit facility of a $60,000,000 term loan facility and a $90,000,000 revolving credit facility with Bank of America, N.A., as the administrative agent, the swingline lender and the L/C issuer at floating rate plus a margin ranging from 2.00% to 2.75% for base rate loans and maturing August 1, 2028.

“The Credit Agreement includes a $60,000,000 term loan facility (the “Term Loan Facility”) and a $90,000,000 revolving credit facility (“Revolving Facility", and together with the Term Loan Facility, the “Facilities”)”

Turtle Beach Corp: Adoption of Certificate of Designation for Series B Junior Participating Preferred Stock in connection with Rights Agreement (effective 2025-06-08).

“on June 8, 2025, the Board approved a Certificate of Designation, Preferences, and Rights of Series B Junior Participating Preferred Stock (the “ Series B Certificate of Designation ”).”

John Hanson departed as Chief Financial Officer and Treasurer at Turtle Beach Corp.

“On August 8, 2024, the Company announced that John Hanson informed the Company of his intent to retire as Chief Financial Officer and Treasurer of the Company.”

Elizabeth Berlacher Bush was appointed as Director at Turtle Beach Corp.

“appointed Elizabeth Berlacher Bush as a director of the Company, effective July 24, 2024”

Michelle D. Wilson departed as Director at Turtle Beach Corp.

“to fill the vacancy created by Ms. Michelle D. Wilson electing not to stand for reelection.”

Turtle Beach Corp reported first quarter ended March 31, 2024 results: revenue $55.8 million, net income $0.2 million, or $0.01 per diluted share, EPS $0.01 per diluted share.

“a leading gaming accessories brand, today reported financial results for the first quarter ended March 31, 2024. First Quarter Summary vs Year-Ago Quarter: • Net revenue was $55.8 million, an increase of 8.6% compared to $51.4 million a year ago; • Net income was $0.2 million, or $0.01 per diluted share, compared to net loss of $6.7 million, or $0.40 per diluted”

Turtle Beach Corp: Amended and restated bylaws to clarify that plurality voting standard applies only in contested director elections (effective 2024-04-22).

“On April 22, 2024, the Board of Directors of Turtle Beach Corporation approved amended and restated bylaws (the “Amended and Restated Bylaws”), which became effective the same day, that make certain technical changes to clarify that a plurality voting standard would only be applicable in contested director elections.”

Michelle D. Wilson departed as Director at Turtle Beach Corp.

“On April 16, 2024, Michelle D. Wilson informed Turtle Beach Corporation (the “Company”) that she will not stand for re-election to the Board of Directors of the Company (the “Board”) at the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”).”

Turtle Beach Corp: Adopted amended and restated bylaws to implement majority voting for uncontested director elections, change advance notice periods for stockholder proposals, update disclosure requirements for nominations, conform to universal proxy rules, and make technical changes (effective 2024-03-12).

“On March 12, 2024, the Board approved amended and restated bylaws (the “Amended and Restated Bylaws”), which became effective the same day, that reflect amendments intended to, among other things: (i) implement a majority voting standard for uncontested elections of directors to the Board; (ii) for annual meetings of stockholders held after January 1, 2025, change the notice period for stockholders delivering notice of a proposal to the Company to not later than the close of business on the 90 th day nor earlier than the close of business on the 120 th day prior to the first anniversary of the preceding year’s annual meeting; (iii) update the disclosure requirements for stockholders making nominations to the Board; (iv) conform to the SEC’s universal proxy card rules; and (v) make certain other technical and clarifying changes.”

Turtle Beach Corp completed an acquisition involving FSAR Holdings, Inc. for consideration valued at $118 million, consisting of the issuance of 3.45 million shares of the Company’s common stock and approximately $79.9 million in cash, s (closed 2024-03-13).

“On March 13, 2024, Turtle Beach Corporation (the “Company”) entered into a merger agreement (the “Merger Agreement”) by and among Tide Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company, Tide Acquisition Sub II, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company, FSAR Holdings, Inc. (“FSAR”), a Delaware corporation, and PDP Holdings, LLC, a Delaware limited liability company (the “Seller”). Pursuant to the Merger Agreement, the Company acquired all the issued and outstanding equity of Performance Design Products, LLC, a directly-held subsidiary of FSAR (“PDP”), for consideration valued at $118 million, structured as a merger between a subsidiary of the Company and FSAR, the parent of PDP (the “Transaction”).”

Turtle Beach Corp incurred term loan of $50 million with Blue Torch Finance, LLC at SOFR plus 8.25% per annum for SOFR Loans if the total net leverage ratio is grea maturing March 13, 2027.

“On March 13, 2024, the Company entered into a new financing agreement (the “Term Loan Financing Agreement”) by and among the Company, Voyetra Turtle Beach, Inc., a Delaware corporation, as borrower (“VTB”), VTB Holdings, Inc., a Delaware corporation, each subsidiary of the Company listed as a guarantor on the signature pages thereto, the lenders from time to time party thereto, and Blue Torch Finance, LLC, a Delaware limited liability company (“the “Term Agent”), as administrative agent and collateral agent (“Blue Torch”), pursuant to which Blue Torch made a loan to VTB in the aggregate amount of $50 million (the “Term Loan Facility”)”

Turtle Beach Corp amended Fourth Amendment with Bank of America, N.A. (effective 2024-03-13).

“On March 13, 2024, the Company entered into a Fourth Amendment, dated as of March 13, 2024 (the "Fourth Amendment") to the Amended and Restated Loan, Guaranty and Security Agreement, dated as of March 5, 2018 ("ABL Credit Agreement"), by and among Turtle Beach Corporation, Voyetra Turtle Beach, Inc., TBC Holding Company LLC, Turtle Beach Europe Limited, VTB Holdings, Inc., the financial institutions party thereto and Bank of America, N.A. (the "ABL Agent"), as administrative agent, collateral agent and security trustee for the lenders to the credit facility (the "Credit Facility").”

Turtle Beach Corp entered into Term Loan Financing Agreement with Blue Torch Finance, LLC valued at $50 million (effective 2024-03-13).

“On March 13, 2024, the Company entered into a new financing agreement (the "Term Loan Financing Agreement") by and among the Company, Voyetra Turtle Beach, Inc., a Delaware corporation, as borrower ("VTB"), VTB Holdings, Inc., a Delaware corporation, each subsidiary of the Company listed as a guarantor on the signature pages thereto, the lenders from time to time party thereto, and Blue Torch Finance, LLC, a Delaware limited liability company ("the "Term Agent"), as administrative agent and collateral agent ("Blue Torch"), pursuant to which Blue Torch made a loan to VTB in the aggregate amount of $50 million (the "Term Loan Facility")”

Turtle Beach Corp entered into Stockholder Agreement with the holders of the Stock Consideration (effective 2024-03-13).

“In connection with the Merger Agreement, the Company simultaneously entered into a stockholder agreement (the "Stockholder Agreement") with the holders of the Stock Consideration (the "Stockholders") pursuant to which the Stockholders received two demand registration rights to request that the Company register with the Securities and Exchange Commission (the "SEC") the sale of all or part of the Stock Consideration following a lock-up period that expires nine months after the date of the Merger Agreement, and piggy-back registration rights in the event the Company proposes to register under the Act the issuance or sale of any of its securities.”

Turtle Beach Corp entered into Merger Agreement with Tide Acquisition Sub, Inc., Tide Acquisition Sub II, LLC, FSAR Holdings, Inc., PDP Holdings, LLC valued at $118 million (effective 2024-03-13).

“On March 13, 2024, Turtle Beach Corporation (the "Company") entered into a merger agreement (the "Merger Agreement") by and among Tide Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company, Tide Acquisition Sub II, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company, FSAR Holdings, Inc. ("FSAR"), a Delaware corporation, and PDP Holdings, LLC, a Delaware limited liability company (the "Seller").”

David Muscatel was appointed as Director at Turtle Beach Corp.

“the Board increased the size of the Board from eight (8) to nine (9) members and appointed David Muscatel to serve as a director on the Board, effective immediately”

Cris Keirn was appointed as Chief Executive Officer at Turtle Beach Corp.

“the Board appointed Cris Keirn, the Company’s Interim Chief Executive Officer and principal executive officer, to serve as the Company’s Chief Executive Officer and as a director on the Board”

Turtle Beach Corp reported year ended December 31, 2023 results: revenue 258.1 million, net income -17.7 million, EPS -1.03.

“Net revenue was $258.1 million, an increase of 7.5% compared to $240.2 million a year ago; • Net loss was $17.7 million, or $1.03 per diluted share, compared to $59.5 million, or $3.62 per diluted share, a year ago;”

Turtle Beach Corp reported fourth quarter ended December 31, 2023 results: revenue 99.5 million, net income 8.6 million, EPS 0.47.

“Net revenue was $99.5 million, a decrease of 1.3% compared to $100.9 million a year ago; • Net income was $8.6 million, or $0.47 per diluted share, compared to net loss of $23.2 million, or $1.40 per diluted share, a year ago;”

Turtle Beach Corp reported third quarter ended September 30, 2023 results: revenue $59.2 million, net income $3.6 million, EPS $0.21 per diluted share. Guidance raised.

“HEAR) (“Turtle Beach” or the “Company”) reported financial results for the third quarter ended September 30, 2023. Third Quarter Summary vs Year-Ago Quarter: • Net revenue was $59.2 million, an increase of 15.3% compared to $51.3 million a year ago; • Net loss was $3.6 million, or $0.21 per diluted share, compared to net loss of $12.0 million, or $0.73 per diluted”

Turtle Beach Corp reported the second quarter ended June 30, 2023 results: revenue $48.0 million, net income $15.9 million, EPS ($0.93) per diluted share. Guidance raised.

“HEAR) (“Turtle Beach” or the “Company”) reported financial results for the second quarter ended June 30, 2023. Second Quarter Summary vs Year-Ago Quarter: • Net revenue was $48.0 million, an increase of 16% compared to $41.3 million a year ago; • Net loss was $15.9 million, or $0.93 per diluted share, compared to net loss of $17.8 million, or $1.08 per diluted”

Turtle Beach Corp shareholders approved Advisory vote on the compensation of the Company’s named executive officers (NEOs) at the 2023-07-06 meeting.

“Proposal 4. Advisory vote on the compensation of NEOs. For Against Abstain Broker Non-Votes 6,881,167 2,074,467 534,750 4,103,762”

Turtle Beach Corp shareholders approved Approval of an amendment to the Company’s 2013 Stock-Based Incentive Compensation Plan to increase the total number of shares of common stock authorized for grant under the 2013 Plan from 5,227,353 shares to 6,326,353 shares at the 2023-07-06 meeting.

“Proposal 3. Approval of an amendment to the Company’s 2013 Stock-Based Incentive Compensation Plan to increase the total number of shares of common stock authorized for grant under the 2013 Plan from 5,227,353 shares to 6,326,353 shares. For Against Abstain Broker Non-Votes 6,069,537 3,152,667 268,180 4,103,762”

Turtle Beach Corp shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 at the 2023-07-06 meeting.

“Proposal 2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. For Against Abstain 12,535,824 812,672 245,650”

Turtle Beach Corp shareholders approved Election of seven directors at the 2023-07-06 meeting.

“Proposal 1. Election of Directors. Nominee For Withheld Authority Broker Non-Votes Terry Jimenez 7,724,835 1,765,549 4,103,762 L. Gregory Ballard 7,170,111 2,320,273 4,103,762 Katherine L. Scherping 7,883,233 1,607,151 4,103,762 Julia W. Sze 7,922,396 1,567,988 4,103,762 Michelle D. Wilson 7,917,151 1,573,233 4,103,762 Andrew Wolfe, Ph.D. 7,827,447 1,662,937 4,103,762 William Wyatt 7,850,357 1,640,027 4,103,762”

Juergen Stark departed as Chief Executive Officer and President at Turtle Beach Corp.

“Turtle Beach Corporation (the “Company”) and Juergen Stark, Chief Executive Officer and President of the Company, agreed that Mr. Stark would not continue in his role as Chief Executive Officer and President of the Company effective as of the close of business on June 30, 2023.”

Turtle Beach Corp entered into Waiver of Replacement Rights Agreement with The Donerail Group LP, SCW Capital Management, LP, and the other parties named therein (effective 2023-06-17).

“On June 17, 2023, Turtle Beach Corporation (the “Company”) entered into a Waiver of Replacement Rights Agreement (the “Waiver”) with The Donerail Group LP (“Donerail”), SCW Capital Management, LP (“SCW”) and the other parties named therein (collectively with Donerail and SCW, the “Donerail Group”).”

Cris Keirn was appointed as Interim Chief Executive Officer at Turtle Beach Corp.

“On June 15, 2023, the Board of Directors (the “Board”) of Turtle Beach Corporation (the “Company”) appointed Cris Keirn, the Company’s Senior Vice-President, Global Sales, to serve as the Company’s Interim Chief Executive Officer and as its principal executive officer, both effective July 1, 2023.”

Turtle Beach Corp engaged Ernst & Young LLP as its auditor.

“On May 19, 2023, the Company appointed Ernst & Young LLP (“EY”) as the independent registered public accounting firm for the Company and its subsidiaries, effective immediately. The appointment of EY was approved by the Audit Committee of the Company’s Board of Directors.”

Turtle Beach Corp dismissed BDO USA, LLC as its auditor.

“On May 19, 2023, Turtle Beach Corporation (the “Company”) dismissed BDO USA, LLC (“BDO”) as the independent registered public accounting firm for the Company and its subsidiaries, effective immediately. The dismissal of BDO was approved by the Audit Committee of the Company’s Board of Directors.”

Brian Stech departed as Director at Turtle Beach Corp.

“On May 12, 2023, Brian Stech informed Turtle Beach Corporation (the “Company”) that he will not stand for re-election to the Board of Directors of the Company (the “Board”) at the Company’s 2023 Annual Meeting of Shareholders (the “Annual Meeting”).”

William Wyatt was appointed as Director at Turtle Beach Corp.

“On May 8, 2023, the Board of Directors (the “Board”) of Turtle Beach Corporation (the “Company”) increased the size of the Board from nine (9) to ten (10) members and appointed William Wyatt to the Board.”

Turtle Beach Corp reported first quarter ended March 31, 2023 results: revenue $51.4 million, net income $6.7 million, EPS $0.40 per diluted share. Guidance raised.

“Net revenue was $51.4 million, an increase of 10% compared to $46.7 million a year ago; • Net loss was $6.7 million, or $0.40 per diluted share, compared to net loss of $6.5 million, or $0.40 per diluted share, a year ago;”

William Keitel departed as Member of the Board of Directors at Turtle Beach Corp.

“both Mr. Stark and Mr. William Keitel will not stand for re-election as members of the Board of Directors of the Company at the 2023 Annual Meeting of Shareholders of the Company.”

Juergen Stark resigned as Chief Executive Officer and President at Turtle Beach Corp.

“would also not continue as Chief Executive Officer and President of the Company, with his employment to terminate effective as of the close of business on June 30, 2023.”

Juergen Stark resigned as Chairman at Turtle Beach Corp.

“On May 1, 2023, Turtle Beach Corporation (the “Company”) announced that the Company and Juergen Stark, Chairman, Chief Executive Officer and President of the Company, have agreed that Mr. Stark would not continue in his role as Chairman, effective immediately”