SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): August 17, 2017
UNIVERSAL ELECTRONICS INC.
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction
(Commission File No.)
of incorporation or organization)
201 E. Sandpointe Avenue, 8th Floor
Santa Ana, CA 92707
(Address of principal executive offices, with 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))
TABLE OF CONTENTS
Item 8.01 Other Events
Gregory P. Stapleton, a member of the Board of Directors of Universal Electronics Inc., has established a new trading plan with an effective date of August 17, 2017, in accordance with Rule 10b5-1 of the Securities Exchange Act. Rule 10b5-1 promulgated under the Securities Exchange Act of 1934 permits an individual who is not then in possession of material nonpublic information to establish a prearranged plan to buy or sell stock. The rule allows an individual to buy or sell shares of stock at a specific price in the future, regardless of any subsequent material nonpublic information.
Under the plan, Mr. Stapleton intends to sell no more than 20,000 shares of Universal Electronics common stock through the exercise of stock options from time to time commencing August 28, 2017 and continuing until April 24, 2018, subject to certain specified price limits. These stock options were issued to him as part of his compensation as an outside director and are set to expire at the end of business on April 24, 2018. This plan will facilitate the orderly sale of common stock for Mr. Stapleton’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 thereunto duly authorized.
Universal Electronics Inc.
Date: August 25, 2017
/s/ Bryan Hackworth
Chief Financial Officer
(Principal Financial Officer)