M&A - SHALAM JOHN J

Form Type: SCHEDULE 13D/A

Filing Date: 2025-04-01

Corporate Action: Merger

Type: Update

Accession Number: 000110465925030433

Filing Summary: On April 1, 2025, VOXX International Corporation completed a merger with Gentex Corporation and Instrument Merger Sub, Inc., a wholly owned subsidiary of Gentex, as per the Merger Agreement dated December 17, 2024. As a result of the merger, VOXX became a wholly owned subsidiary of Gentex. Each share of VOXX's Class A and Class B Common Stock, not owned by Gentex or those who exercised appraisal rights, was cancelled and converted to a cash payment of $7.50 per share. Restricted stock units (RSUs) held by the Reporting Persons were also converted into cash based on the underlying shares. Following the merger, the Reporting Persons ceased to own more than 5% of VOXX's common stock, and both John J. Shalam and Ari M. Shalam resigned from the board of directors. This amendment to the prior Schedule 13D provides updates following the completion of the merger, indicating no further transactions by the Reporting Persons in the past sixty days.

Form Type: SCHEDULE 13D

Filing Date: 2024-12-23

Corporate Action: Merger

Type: New

Accession Number: 000095017024139801

Filing Summary: This Schedule 13D replaces a previous filing made by John J. Shalam and discusses various reporting persons associated with VOXX International Corporation, specifically regarding the merger agreement dated December 17, 2024, where Instrument Merger Sub, Inc. will merge with VOXX International Corporation. In this merger, outstanding shares of Class A Common Stock will be converted into cash equal to $7.50 per share. The filing reports the beneficial ownership of Class A and Class B Common Stock by several entities and individuals, detailing their voting power which aggregates about 55.4% of the issuer's voting shares. The document also outlines a Voting and Support Agreement that obligates the stockholders to vote their shares favorably toward the merger and restricts the transfer of their shares, ensuring their commitment to the acquisition process.