STOCK TITAN

Motorcar Parts (MPAA) CFO exercises RSUs and receives new PSU grants

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MOTORCAR PARTS OF AMERICA INC CFO Lee David Sung reported equity compensation activity involving restricted stock units and common shares. On June 20–21, 2026, he exercised RSUs into a total of 16,481 shares of Common Stock, bringing his direct common share holdings to 84,019 shares, with no reported sales.

He also received new derivative awards on June 19, 2026, consisting of 28,366 Restricted Stock Units and 28,366 Performance-Vesting Restricted Stock Units, each convertible into Common Stock at a price of $0.00 per share. The time-based RSUs vest in three equal annual installments starting from the grant date.

The performance-vesting units depend on total shareholder return versus the Russell 3000 and on achieving 30 trading-day average share price thresholds of $16, $18, and between $19 and $22 during the three-year period ending on June 19, 2029 or earlier change in control. This filing reflects compensation-related grants and RSU vesting, with no open-market buying or selling.

Positive

  • None.

Negative

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Insider Lee David Sung
Role CFO
Type Security Shares Price Value
Exercise Restricted Stock Units 5,577 $0.00 $0.00
Exercise Common Stock 5,577 $0.00 $0.00
Exercise Restricted Stock Units 10,904 $0.00 $0.00
Exercise Common Stock 10,904 $0.00 $0.00
Grant/Award Performance-Vesting Restricted Stock Units 28,366 $0.00 $0.00
Grant/Award Restricted Stock Units 28,366 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 55,750 shares (Direct); Performance-Vesting Restricted Stock Units — 28,366 shares (Direct); Common Stock — 84,019 shares (Direct)
Footnotes (3)
  1. F1. Shares earned upon vesting of RSUs
  2. F2. Vesting 1/3 each year for 3 years from grant date of June 19, 2026.
  3. F3. 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).
RSU exercises 16,481 shares Shares of Common Stock acquired from RSU exercises on June 20–21, 2026
Common shares held 84,019 shares Direct Common Stock holdings following transactions
Time-based RSU grant 28,366 units Restricted Stock Units granted June 19, 2026, vesting one-third each year over three years
Performance RSU grant 28,366 units Performance-Vesting Restricted Stock Units granted June 19, 2026
Performance period end June 19, 2029 End of three-year performance period for PSUs, or earlier change in control
Price hurdles $16, $18, $19–$22 30 trading-day average price targets governing PSU vesting levels
Restricted Stock Units financial
"Shares earned upon vesting of RSUs"
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
"One-half of these PSUs will vest if the Company achieves a total shareholder return"
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
"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
"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 transactions did MPAA CFO Lee David Sung report?

The CFO reported equity compensation activity only. He exercised restricted stock units into 16,481 shares of Common Stock and received new grants of time-based and performance-vesting RSUs, with no open-market purchases or sales disclosed.

How many MPAA common shares does the CFO hold after these transactions?

After exercising RSUs, the CFO directly holds 84,019 shares of MPAA Common Stock. This reflects shares acquired from RSU vesting on June 20–21, 2026, with no reported dispositions in this Form 4 filing.

What new RSU awards did MPAA grant to its CFO?

On June 19, 2026, the CFO received 28,366 time-based Restricted Stock Units and 28,366 Performance-Vesting Restricted Stock Units. Each unit is convertible into one share of Common Stock at a $0.00 conversion price, subject to vesting conditions.

How do the time-based RSUs for MPAA’s CFO vest?

The time-based RSUs vest in three equal installments. One-third of the 28,366 restricted stock units vests each year over three years from the June 19, 2026 grant date, so full vesting requires continued service through the three-year schedule.

What performance conditions apply to MPAA’s performance-vesting RSUs?

The performance-vesting RSUs depend on relative total shareholder return versus the Russell 3000 and specific share price targets of $16, $18, and between $19 and $22, measured over a three-year period ending June 19, 2029 or earlier change in control.

When is the performance measurement period for the MPAA CFO’s PSUs?

The performance period runs for three years ending on June 19, 2029, or earlier upon a change in control. Vesting depends on relative shareholder return and achieving average share price hurdles during this defined period.
SEC Form 4
FORM 4UNITED 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*
Lee David Sung

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

(Street)
TORRANCE CALIFORNIA 90503

(City)(State)(Zip)

UNITED STATES

(Country)
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/20/2026M10,904A(1)$0.0078,442D
Common Stock06/21/2026M5,577A(1)$0.0084,019D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$0.0006/20/2026M10,904 (2)12/31/2028Common Stock10,904$0.0021,808D
Restricted Stock Units$0.0006/21/2026M5,577 (2)12/31/2027Common Stock5,577$0.005,576D
Performance-Vesting Restricted Stock Units$0.0006/19/2026A28,366 (3)06/19/2029Common Stock28,366$0.0028,366D
Restricted Stock Units$0.0006/19/2026A28,366 (2)06/19/2029Common Stock28,366$0.0028,366D
Explanation of Responses:
1. Shares earned upon vesting of RSUs
2. Vesting 1/3 each year for 3 years from grant date of June 19, 2026.
3. 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:
/s/ David Lee06/23/2026
** 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 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.
* Form 4: SEC 1474 (03-26)