[Form 4] MOTORCAR PARTS OF AMERICA INC Insider Trading Activity

Rhea-AI Filing Summary

Glenn Burlingame, Vice President, General Counsel and Secretary of Motorcar Parts of America, reported transactions on Form 4 dated 09/24/2025 related to performance-based stock units (PSUs). A grant of 2,588 PSUs vested because the company achieved a 30-trading-day trailing average closing price of at least $15 ending 09/24/2025, converting into underlying common stock.

To satisfy tax withholding on the vested PSUs, 1,064 shares were disposed at a price of $17.41, leaving reported direct beneficial ownership figures shown on the form. The filing shows 2,588 shares reported in the non-derivative section and 5,176 shares reported in the derivative section as beneficially owned following the transactions.

Insights

Corporate Governance Expert

TL;DR: Executive received performance shares that vested after meeting a market-price condition; a portion was surrendered to cover taxes.

The filing documents a routine, governance-aligned outcome: PSUs awarded earlier vested when a pre-specified market-price target was met, converting into common stock. The reporting person then used a portion of the vested shares to satisfy tax withholding obligations, a common practice that does not indicate change in strategic alignment. This is a standard insider disclosure under Section 16 and carries no explicit governance red flags in the form itself.

Compensation / Equity Plan Analyst

TL;DR: Performance criteria met triggered vesting of 2,588 PSUs; 1,064 shares were disbursed for taxes at $17.41 each.

The details confirm the PSU plan's market-based vesting condition: achievement of a 30-day trailing average price >= $15 triggered vesting dated 09/24/2025. The conversion produced 2,588 underlying shares and a taxable event occurred with 1,064 shares used to pay taxes at $17.41 per share. This filing clarifies realized equity from compensation but provides no additional changes to grant terms or ongoing plan design.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Burlingame Glenn Daniel

(Last) (First) (Middle)

2929 CALIFORNIA STREET

(Street)

TORRENCE CA 90503

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MOTORCAR PARTS OF AMERICA INC [ MPAA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, General Counsel and Sec.

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/24/2025		M		2,588(1)	A	$0	2,588	D
Common Stock	09/24/2025		F		1,064(2)	D	$17.41	1,524	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Based Stock Unit	$0	09/24/2025		M			2,588	(3)	07/31/2028	Common Stock	2,588	$0	5,176	D

Explanation of Responses:

1. Shares earned under PSUs granted on June 20, 2025.

2. Used to pay taxes upon vesting of PSUs.

3. These PSUs vested based on the Company achieving a 30 trading-day trailing average market closing price of at least $15 per share for the 30 trading-day period that ended on September 24, 2025.

	/s/ Glenn Burlingame	09/26/2025
	** Signature of Reporting Person	Date
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 4 (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.

FAQ

What insider transactions did MPAA insider Glenn Burlingame report on 09/24/2025?

The Form 4 reports 2,588 PSUs vested and 1,064 shares were disposed to pay taxes at a price of $17.41 per share.

Why did the PSUs vest according to the filing?

The filing states the PSUs vested because the company achieved a 30 trading-day trailing average closing price of at least $15 for the period ending 09/24/2025.

How many shares are shown as beneficially owned after the reported transactions?

The Form 4 shows 2,588 shares in the non-derivative section following the transactions and 5,176 shares in the derivative section as beneficially owned following the reported transactions.

What was the price at which shares were sold to cover taxes?

The shares used to pay taxes were disposed at a price of $17.41 per share.

What is Glenn Burlingame’s role at Motorcar Parts of America (MPAA)?

The Form 4 identifies him as Vice President, General Counsel and Secretary of Motorcar Parts of America.