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[Form 4] Motorcar Parts of America, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Jeffrey P. Mirvis, a director of Motorcar Parts of America, Inc. (MPAA), received grants of Restricted Stock Units (RSUs) that vested on the grant date and resulted in increased beneficial ownership. The Form 4 reports RSU activity on September 4 and 5, 2025: a grant of 15,570 RSUs (noted as a deemed or related transaction) and an additional 6,882 RSUs that were recorded as acquired. The RSUs convert one-for-one into common stock upon vesting. After the reported transactions, the filing shows the reporting person beneficially owned 93,443 shares, up from 77,873 shares before the transactions. The filing indicates the RSUs vest in full on the earlier of one year after grant or the next annual meeting, and may vest pro rata upon termination of service, per the award agreement.

Positive
  • RSU grants vested in full on the grant date, increasing the reporting person's alignment with shareholders through equity ownership
  • Beneficial ownership increased from 77,873 shares to 93,443 shares following the reported transactions
  • RSUs convert one-for-one into common stock, providing a clear and direct increase in potential common shares owned
Negative
  • None.

Insights

TL;DR: Routine equity-based compensation granted and vested; increases insider stake but appears to be standard director awards.

The Form 4 discloses grants of Restricted Stock Units to a director that vested on the grant date, producing an increase in reported beneficial ownership from 77,873 to 93,443 shares. This pattern is consistent with standard compensation practices for directors rather than ad hoc market purchases or opportunistic trading. The filing includes the vesting conditions: one-year anniversary or the next annual meeting, with pro rata vesting on termination, which are customary provisions. No sales, option exercises for cash, or unusual dispositions are reported. From a governance perspective, this strengthens the director’s alignment with shareholders through additional equity ownership while appearing procedurally routine.

TL;DR: Insider share count rose due to RSU grants that convert one-for-one to common stock; transaction appears non-market and compensation-driven.

The report shows two RSU-related entries dated September 4 and 5, 2025, totaling 22,452 RSUs (15,570 and 6,882). The RSUs represent contingent rights to one share each and vested in full on the grant date according to the explanation. Table I also records corresponding increases in beneficial ownership and zero cash proceeds, indicating issuance via award rather than open-market activity. For investors tracking insider ownership trends, this is an increase in director-held equity but stems from compensation mechanics rather than a market signal of buying or selling intent.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Mirvis Jeffrey P

(Last) (First) (Middle)
1930 CENTURY PARK WEST

(Street)
LOS ANGELES CA 90067

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/06/2025
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 09/04/2025 A(1) 1,553 A $0.00 77,873 D
Common Stock 09/04/2025 M 15,570 A $0.00 93,443 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
Restricted Stock Units $0.00 09/04/2025 M 15,570 09/06/2025 12/31/2025 Common Stock 15,570 $0.00 0.00 D
Restricted Stock Units $0.00 09/05/2025 A 6,882 (2) (2) Common Stock 6,882 $0.00 6,882 D
Explanation of Responses:
1. Represents a grant of Restricted Stock Units (RSU). The number of RSUs granted to the Reporting Person together with the number of RSUs granted to the Reporting Person on September 6 2024, constitute the number of RSUs that should have been granted to the Reporting Person on September 6 2024. The RSUs vested in full on the Grant Date.
2. Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of the Issuers Common Stock. The RSUs vest in full on the earlier to occur of (i) the one-year anniversary of the Grant Date and (ii) the date of the next annual meeting of the Issuers stockholders following the Grant Date, subject to continued service through the applicable vesting date; provided, that, the RSUs shall vest upon a termination of service in a pro rata amount in accordance with the award agreement.
Remarks:
/s/ Jeffrey Mirvis 09/08/2025
** 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 did Jeffrey P. Mirvis report on Form 4 for MPAA?

He reported grants of Restricted Stock Units (RSUs) on September 4 and 5, 2025, that vested and increased his beneficial ownership in Motorcar Parts of America, Inc.

How many RSUs were granted to the reporting person in this filing?

A total of 22,452 RSUs are shown in the filing (15,570 on 09/04/2025 and 6,882 on 09/05/2025).

What was the reporting person's beneficial ownership after the transactions?

93,443 shares beneficially owned following the reported transactions, up from 77,873 shares prior to the transactions.

Did the transactions involve any cash proceeds or market sales?

No cash proceeds are reported; the transactions reflect RSU grants and issuances with price $0.00, consistent with compensation awards rather than market purchases or sales.

When do the RSUs vest according to the filing?

RSUs vest in full on the earlier of the one-year anniversary of the grant date or the date of the next annual meeting, subject to continued service, with pro rata vesting on termination per the award agreement.
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