STOCK TITAN

Motorcar Parts (NASDAQ: MPAA) SVP details RSU and performance unit grants

(Neutral)
(Neutral)
Form Type
3/A

Rhea-AI Filing Summary

Motorcar Parts of America SVP Jamie Leigh Cook reports multiple equity awards in the form of restricted stock units (RSUs) and performance-vesting RSUs tied to common stock. One RSU grant covers 14,004 underlying shares expiring on 19-Jun-2029, and another performance-vesting RSU grant also covers 14,004 underlying shares with the same expiration date.

Additional RSU awards cover 4,337 underlying shares expiring on 31-Dec-2027 and 16,149 underlying shares expiring on 31-Dec-2028. A key performance-vesting grant is linked to total shareholder return versus the Russell 3000 and to stock price hurdles of $16, $18 and between $19 and $22 over a three-year period ending 19-Jun-2029 or earlier upon a change in control.

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Insider Cook Jamie Leigh
Role SVP, Sales, Merch. & Mktg.
Type Security Shares Price Value
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Performance-Vesting Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
Holdings After Transaction: Restricted Stock Units — 34,490 shares (Direct); Performance-Vesting Restricted Stock Units — 14,004 shares (Direct)
Footnotes (2)
  1. F1. Vesting 1/3 each year for 3 years from grant date.
  2. F2. One-half of these PSUs will vest if the Company achieves a total shareholder return relative to the Russell 3000 (excluding real estate and financial institutions and companies with a market capitalization of more than $600 million) measured on 19-Jun-2029. Another one-sixth of these PSUs will vest if the Company achieves a 30 trading-day trailing average market closing price ('PPS') of at least $16 during the three-year period ending on the earlier of 19-Jun-2029 and the date of consummation of a change in control (the 'Period'); another one-sixth of these PSUs will vest if the Company achieves a PPS during the Period of at least $18 during the Period; and the remaining one-sixth of these PSUs will vest if the PPS is equal to or greater than $19 as follows: 50% if the PPS equals $19, 100% if the PPS equals $20 and 150% if the PPS equals or exceeds $22 (if the PPS falls between these levels the vesting percentage will be determined using interpolation).
RSUs expiring 2029 14,004 underlying shares Restricted Stock Units expiring 19-Jun-2029
Performance RSUs expiring 2029 14,004 underlying shares Performance-Vesting RSUs expiring 19-Jun-2029
RSUs expiring 2027 4,337 underlying shares Restricted Stock Units expiring 31-Dec-2027
RSUs expiring 2028 16,149 underlying shares Restricted Stock Units expiring 31-Dec-2028
TSR performance condition Relative to Russell 3000 Half of PSUs vest based on total shareholder return vs index
First PPS target $16 per share One-sixth of PSUs vest if PPS reaches at least $16
Second PPS target $18 per share One-sixth of PSUs vest if PPS reaches at least $18
Top PPS range $19–$22 per share Remaining PSUs vest 50–150% depending on PPS between $19 and $22
Restricted Stock Units financial
"security_title: Restricted Stock Units; underlying_security_title: Common Stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance-Vesting Restricted Stock Units financial
"security_title: Performance-Vesting Restricted Stock Units; underlying_security_title: Common Stock"
Performance-vesting restricted stock units are a form of employee pay where future company shares are granted only if the business meets specific targets, such as revenue, profit, or stock-price goals. Think of them as a bonus you earn only when certain milestones are hit; for investors they matter because they can increase the number of shares outstanding if goals are met and they reveal how management is being motivated to hit particular financial or operational objectives.
total shareholder return financial
"One-half of these PSUs will vest if the Company achieves a total shareholder return relative to the Russell 3000"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
Russell 3000 financial
"total shareholder return relative to the Russell 3000 (excluding real estate and financial institutions...)"
A broad stock-market index made up of the roughly 3,000 largest publicly traded U.S. companies, ranked by their total market value. It serves as a wide “basket” of American stocks that reflects the overall performance of the U.S. equity market, so investors use it as a benchmark or to gain broad exposure through index funds and ETFs—similar to watching an economy-sized shopping cart to judge how an entire store is doing.
change in control financial
"three-year period ending on the earlier of 19-Jun-2029 and the date of consummation of a change in control"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What insider equity awards does MPAA executive Jamie Leigh Cook hold?

Jamie Leigh Cook holds several restricted stock unit grants tied to Motorcar Parts of America common stock, including awards over 14,004, 4,337 and 16,149 underlying shares with expiration dates between 2027 and 2029, reflecting her long-term equity-based compensation structure.

How do the performance-vesting RSUs for MPAA’s Jamie Leigh Cook work?

Cook’s performance-vesting RSUs cover 14,004 underlying shares and vest based on total shareholder return versus the Russell 3000 and specific per-share price hurdles of $16, $18 and $19–$22 measured over a three-year period ending 19-Jun-2029 or upon change in control.

What share price targets affect vesting of MPAA performance stock units?

The performance stock units vest in stages if Motorcar Parts of America’s per-share price reaches $16 and $18, and then in tiers between $19 and $22, with vesting percentages increasing to as much as 150% if higher price thresholds are achieved.

Over what period are Jamie Leigh Cook’s MPAA performance units measured?

The performance units are assessed over a three-year Period ending on 19-Jun-2029, or earlier if a change in control occurs. During this window, total shareholder return and specific stock price targets determine how many of the performance-vesting RSUs ultimately vest.

How is total shareholder return used in MPAA’s executive performance units?

Half of Cook’s performance-vesting RSUs will vest if Motorcar Parts of America achieves a specified total shareholder return relative to the Russell 3000 (excluding certain sectors and larger companies) measured on 19-Jun-2029, directly linking vesting outcomes to multi-year shareholder performance.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Cook Jamie Leigh

(Last)(First)(Middle)
2929 CALIFORNIA STREET

(Street)
TORRANCE CALIFORNIA 90503

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
06/19/2026
3. Issuer Name and Ticker or Trading Symbol
MOTORCAR PARTS OF AMERICA INC [ MPAA ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
06/23/2026
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Sales, Merch. & Mktg.
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units (1)12/31/2028Common Stock16,149$0D
Restricted Stock Units (1)12/31/2027Common Stock4,337$0D
Performance-Vesting Restricted Stock Units (2)06/19/2029Common Stock14,004$0D
Restricted Stock Units (1)06/19/2029Common Stock14,004$0D
Explanation of Responses:
1. Vesting 1/3 each year for 3 years from grant date.
2. One-half of these PSUs will vest if the Company achieves a total shareholder return relative to the Russell 3000 (excluding real estate and financial institutions and companies with a market capitalization of more than $600 million) measured on 19-Jun-2029. Another one-sixth of these PSUs will vest if the Company achieves a 30 trading-day trailing average market closing price ('PPS') of at least $16 during the three-year period ending on the earlier of 19-Jun-2029 and the date of consummation of a change in control (the 'Period'); another one-sixth of these PSUs will vest if the Company achieves a PPS during the Period of at least $18 during the Period; and the remaining one-sixth of these PSUs will vest if the PPS is equal to or greater than $19 as follows: 50% if the PPS equals $19, 100% if the PPS equals $20 and 150% if the PPS equals or exceeds $22 (if the PPS falls between these levels the vesting percentage will be determined using interpolation).
Remarks:
I. These derivative securities were omitted from the reporting person's original Form 3.
/s/ Jamie Leigh Cook06/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)