SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 11, 2021
UNIVERSAL ELECTRONICS INC.
(Exact name of Registrant as specified in its charter)
|Delaware|| ||0-21044|| ||33-0204817|
|(State or other jurisdiction|| ||(Commission File No.)|| ||(I.R.S. Employer|
|of incorporation)|| || ||Identification No.)|
15147 N. Scottsdale Road, Suite H300, Scottsdale, Arizona 85254-2494
(Address of principal executive offices and zip code)
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|Securities registered pursuant to Section 12(b) of the Act:|
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|Common Stock, par value $0.01 per share||UEIC||The NASDAQ Stock Market LLC|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events
On June 11, 2021, Safe Harbor Capital Partners, LLC ("Safe Harbor"), owned indirectly by Carl E. Vogel, a member of the Board of Directors of Universal Electronics Inc., established a new trading plan with an effective start date of June 25, 2021 (the "Plan"), in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 (the "Exchange Act"). Rule 10b5-1 permits an individual who is not then in possession of material nonpublic information to establish a prearranged plan to buy or sell stock at a specific price or prices in the future, regardless of any subsequent material nonpublic information.
Under the Plan, Safe Harbor intends to sell no more than 37,500 shares of Universal Electronics Inc. common stock owned by it from time to time commencing June 25, 2021 and continuing until November 30, 2021, subject to certain specified price limits. These shares were issued to Mr. Vogel as part of his compensation as a non-employee director. The Plan will facilitate the orderly sale of common stock for Mr. Vogel’s personal financial planning purposes with the goal of minimizing any market impact and avoiding any concerns about the timing of the transactions.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| || ||Universal Electronics Inc.|
|Date: June 14, 2021|| || ||By:|| |
/s/ Bryan Hackworth
| || || ||Bryan Hackworth|
| || || ||Chief Financial Officer|
(Principal Financial Officer)