4//SEC Filing
Downing Steven R 4
Accession 0001104659-25-031152
CIK 0000807707other
Filed
Apr 1, 8:00 PM ET
Accepted
Apr 2, 4:15 PM ET
Size
8.2 KB
Accession
0001104659-25-031152
Insider Transaction Report
Form 4
Downing Steven R
Director
Transactions
- Disposition to Issuer
Class A Common Stock
2025-04-01−6,463,808→ 0 total(indirect: See Footnote) - Purchase
Class A Common Stock
2024-08-23$5.00/sh+3,152,500$15,762,500→ 6,463,808 total(indirect: See Footnote)
Footnotes (4)
- [F1]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.
- [F2]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.
- [F3]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.
- [F4]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.
Documents
Issuer
VOXX International Corp
CIK 0000807707
Entity typeother
Related Parties
1- filerCIK 0001577379
Filing Metadata
- Form type
- 4
- Filed
- Apr 1, 8:00 PM ET
- Accepted
- Apr 2, 4:15 PM ET
- Size
- 8.2 KB