Filing Details

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(1) The amount set forth in each of Rows 5, 7 and 9 is based on 341,500 shares of Common Stock (as defined below) and 825,000 shares of Common Stock underlying call options that are currently exercisable, held by funds over which Islet Management, LP exercises investment discretion.

CUSIP Nos.

900450206

1	NAMES OF REPORTING PERSONS
	Joseph Samuels
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			1,166,500 (2)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			1,166,500 (2)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,166,500 (2)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	7.0%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN

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(2) The amount set forth in each of Rows 5, 7 and 9 is based on 341,500 shares of Common Stock (as defined below) and 825,000 shares of Common Stock underlying call options that are currently exercisable, held by funds over which Joseph Samuels, through his positions as Chief Executive Officer and Chief Investment Officer of Islet Management, LP, exercises investment discretion.

 Turtle Beach Corporation, a Nevada corporation (the "Issuer").

 44 South Broadway, 4^th Floor

White Plains, NY 10601

This Schedule 13G filing relates to shares of Common Stock, $0.001 par value per share (the "Common Stock"), of the Issuer.

This Schedule 13G is being filed on behalf of the following persons/entities (collectively, the "Reporting Persons"):

•	Islet Master Fund, L.P. (the "Master Fund")
•	Islet Management, LP  ("Islet")
•	Joseph Samuels

590 Madison Avenue, 27th Floor

New York, NY 10022

The Master Fund is a Cayman Islands exempted limited partnership.

Islet is organized under the laws of the State of Delaware.

Joseph Samuels is a United States citizen.

Common Stock, par value $0.001 per share (“Common Stock”)

Not applicable.

(a) Amount beneficially owned:

The responses to Items 5-11 of the cover pages of this Schedule 13G are incorporated herein by reference.

Islet acts as investment manager to, and exercises investment discretion with respect to funds that hold the securities of the Issuer described herein (the “Accounts”), including the Master Fund. Mr. Samuels is the Chief Executive Officer and Chief Investment Officer of Islet. As investment manager to the Accounts, Islet, pursuant to an investment management agreement, has discretionary investment authority and voting power with respect to the Common Stock beneficially owned by the Accounts. Thus, it could be deemed to have the power to vote and dispose or direct the disposition of such Common Stock or the right to acquire such power upon exercise of the call options held by the Accounts.

As the Chief Executive Officer and Chief Investment Officer of Islet, Mr. Samuels has the ability to exercise investment discretion over the Accounts. Thus, he could be deemed to share the power to vote and dispose or direct the disposition of the Common Stock beneficially owned by the Accounts.

As of March 31, 2023, the Accounts directly held 341,500 shares of Common Stock and 825,000 shares of Common Stock underlying call options that are currently exercisable.

This Schedule 13G is jointly filed by the Reporting Persons pursuant to a Joint Filing Agreement attached hereto as Exhibit A.

Calculations of the percentage of shares of Common Stock beneficially owned are based on 16,582,958 shares of Common Stock outstanding as of February 28, 2023, as reported in the Annual Report on Form 10-K filed by the Issuer with the Securities and Exchange Commission on March 29, 2023.

(b) Percent of class:

See Item 4(a) above

See Item 5 of each cover page hereof.

See Item 6 of each cover page hereof.

See Item 7 of each cover page hereof.

See Item 8 of each cover page hereof.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [].

Not applicable.

 Not applicable.

 Not applicable.

Not applicable.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

EXHIBITS

 

Exhibit A

 

Joint Filing Agreement

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This agreement may be terminated with respect to the obligations to jointly file future amendments to such statement on Schedule 13G as to any of the undersigned upon such person giving written notice thereof to each of the other persons signatory hereto, at the principal office thereof.

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