UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 10, 2025
Motorcar Parts of America, Inc.
(Exact name of registrant as specified in its charter)
New York
|
001-33861
|
11-2153962
|
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No) |
|
2929 California Street, Torrance, CA
|
|
90503
|
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including area code: (310) 212-7910
|
N/A
|
|
(Former name or former address, if changed since last report.)
|
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
Common Stock, par value $0.01 per share
|
MPAA
|
The Nasdaq Global Select Market
|
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))
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or
Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
|
On November 10, 2025, F. Jack Liebau, Jr., a member of (i) the Board of Directors (the “Board”) of Motorcar Parts of America, Inc. (the “Company”), (ii) the Audit
Committee of the Board and (iii) the Nominating and Corporate Governance Committee of the Board resigned from the Board, effective November 10, 2025. Mr. Liebau’s resignation was not due to any disagreement with the Company relating to the Company’s
operations, policies, or practices. After the effectiveness of Mr. Liebau’s resignation as a director, the size of the Company’s Board was reduced from ten to nine directors.
A copy of Mr. Liebau’s letter of resignation is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| Item 9.01 |
Financial Statements and Exhibits.
|
(d) Exhibits
|
Exhibit No.
|
|
Description
|
| |
|
|
|
99.1
|
|
Letter of Resignation Dated November 10, 2025
|
SIGNATURES
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 hereunto duly authorized.
| |
MOTORCAR PARTS OF AMERICA, INC.
|
| |
|
|
Date: November 12, 2025
|
|
| |
/s/ Glenn D. Burlingame
|
|
Glenn D. Burlingame
|
| |
Vice President, General Counsel and Secretary
|
3 of 3
