UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: December 20, 2021
(Date of earliest event)





Turtle Beach Corporation
(Exact name of registrant as specified in its charter)


Nevada
 
001-35465
 
27-2767540
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

44 South Broadway, 4th Floor
White Plains, New York
 

10601
(Address of principal executive offices)
 
(Zip code)

(888) 496-8001
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 (see General Instruction A.2. below):
☐ 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 Securities Exchange Act of 1934:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.001
HEAR
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 December 20, 2021, Turtle Beach Corporation (the “Company”) issued a response on behalf of its Board of Directors (the “Board”) to misleading statements by The Donerail Group (“Donerail”) in a December 15, 2021 press release.  A copy of the Company’s press release with the response is attached hereto as Exhibit 99.1. A copy of the financing document with redactions exactly as submitted by Donerail referenced in the Company’s response is attached hereto as Exhibit 99.2.
 
 
Item 9.01.
Financial Statements and Exhibits
 
(d)
Exhibits.
 
The exhibit listed in the following Exhibit Index is filed as part of this Current Report on Form 8-K.
 
Exhibit No.
 
Description
 
99.2
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 


SIGNATURES
 
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, thereto duly authorized.
                                                                 
Dated:  December 20, 2021              
                                                      

 
TURTLE BEACH CORPORATION
 
 
 By:  
/S/ JOHN T. HANSON                                              
 
John T. Hanson
 
Chief Financial Officer, Treasurer and Secretary

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