Filing Details
- Accession Number:
- 0001104659-25-031152
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2025-04-02 16:15:12
- Reporting Period:
- 2024-08-23
- Filing Date:
- 2025-04-02
- Accepted Time:
- 2025-04-02 16:15:12
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
807707 | Voxx International Corp | VOXX | Wholesale-Electronic Parts & Equipment, Nec (5065) | 131964841 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1577379 | R Steven Downing | C/O Voxx International Corporation 2351 J Lawson Blvd Orlando FL 32824 | Yes | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Acquisiton | 2024-08-23 | 3,152,500 | $5.00 | 6,463,808 | No | 4 | P | Indirect | See Footnote |
Class A Common Stock | Disposition | 2025-04-01 | 6,463,808 | $0.00 | 0 | No | 4 | D | Indirect | See Footnote |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Indirect | See Footnote |
No | 4 | D | Indirect | See Footnote |
Footnotes
- This transaction was executed pursuant to a Stock Purchase Agreement, dated as of August 23, 2024, by and among Gentex Corporation, a Michigan corporation ("Gentex"), Avalon Park International LLC and Avalon Park Group Holding AG.
- The reported number of shares are owned directly by Gentex, of which Mr. Downing is the Chief Executive Officer. Accordingly, by virtue of Mr. Downing's relationship with Gentex, Mr. Downing may be deemed to beneficially own the shares of the Issuer's Class A Common Stock, par value $0.01 per share ("Class A Common Stock"), owned directly by Gentex. Mr. Downing disclaims beneficial ownership of the shares of Class A Common Stock owned directly by Gentex except to the extent of his pecuniary interest.
- Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 17, 2024, by and among the Issuer, Gentex Corporation, a Michigan corporation ("Gentex"), and Instrument Merger Sub, Inc., a Delaware corporation wholly owned by Gentex ("Merger Sub"), on April 1, 2025, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Gentex.
- Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Company Common Stock issued and outstanding immediately prior to the Effective Time owned by Gentex or any of its subsidiaries was cancelled without consideration.