Welcome to our dedicated page for Stoneridge SEC filings (Ticker: SRI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Stoneridge, Inc. filings document the company's public disclosures as an Ohio corporation and supplier of electronic systems for transportation markets. Its reports cover quarterly and annual operating results, non-GAAP financial measures, segment and product commentary, and disclosures tied to the MirrorEye® Camera Monitor System, electronic controls, and related vehicle technologies.
Regulatory filings also address governance and shareholder voting matters through proxy materials, executive and director appointments, compensation arrangements, cooperation agreements, and board composition. Material-event reports include credit facility amendments, covenant and borrowing arrangements, leadership transitions, Regulation FD disclosures, and other capital-structure and corporate-governance matters.
Stoneridge Inc. President and CEO James Zizelman reported equity award activity involving share units and common shares. He exercised 19,363 Share Units, converting them on a one-for-one basis into 19,363 Common Shares at a stated price of $0.00 per share.
To cover tax obligations related to this equity event, 7,619 Common Shares were disposed of at $7.69 per share through a tax-withholding disposition, leaving 31,439 Common Shares held directly after the transactions. He also holds 142,933 Phantom Shares, which are economically equivalent to common shares and payable in cash on January 31, 2027, and 6,500 Common Shares indirectly through a trust.
Stoneridge Inc. shareholder 22NW and related entities report beneficial ownership of 2,297,092 common shares, representing 8.2% of the company. All reporting persons disclose sole voting and dispositive power over these shares.
The investors entered into a cooperation agreement with Stoneridge on February 26, 2026. The board will increase from seven to eight directors, and Aron R. English will join the board effective March 16, 2026, with his initial term running through the 2026 annual meeting. Stoneridge will nominate him on its slate in 2026 and support his election like other board nominees.
During a defined standstill period, the reporting persons agree not to exceed 12.9% ownership of outstanding shares, solicit proxies, submit shareholder proposals or nominations, or seek board changes, subject to specified change-of-control exceptions. They also commit to vote their shares in favor of board nominees and generally in line with board recommendations, with limited exceptions based on board votes and proxy advisor recommendations.
Stoneridge, Inc. entered into a cooperation agreement with investment firm 22NW, whose group owns about 2,297,092 common shares, or 8.2% of the company. Under the agreement, Stoneridge will expand its Board from seven to eight members and appoint 22NW founder Aron R. English as an independent director effective March 16, 2026, with plans to nominate him for election at the 2026 annual shareholders meeting.
In return, 22NW agreed to a standstill that limits its ownership to 12.9% of outstanding shares, restricts proxy contests and public campaigns, and commits the group to vote largely in line with Board recommendations during the standstill period. English must offer to resign if 22NW’s ownership falls below set thresholds or if certain breaches or independence issues occur. Both sides agreed to mutual non-disparagement, and English will receive the same compensation and benefits as other non-employee directors.
Stoneridge, Inc. is implementing a planned leadership succession in its top role. President and Chief Executive Officer Jim Zizelman will retire from employment on May 20, 2026, stepping down as CEO at 12:01 a.m. on April 1, 2026 and serving as a strategic advisor until his retirement date at his current compensation.
The Board of Directors has appointed Natalia Noblet, currently President of Electronics, as President and Chief Executive Officer effective April 1, 2026, and elected her to the Board for a term expiring at the 2026 Annual Meeting of Shareholders. Zizelman will remain a director, and both he and Noblet are expected to be nominated for re-election at that meeting.
The company characterizes the transition as part of its succession planning and broader transformation, including after the sale of its Control Devices segment. Noblet will receive no additional compensation for Board service, and her CEO employment agreement and compensation terms will be disclosed in a later filing.
22NW Fund and related entities have disclosed an activist stake in Stoneridge Inc. They report beneficial ownership of 2,297,092 common shares, representing approximately 8.2% of Stoneridge’s outstanding shares, based on 28,016,931 shares outstanding as of November 3, 2025.
The shares were purchased by 22NW Fund for an aggregate price of about $12,959,612 using working capital, which may include margin loans. The investors state they bought the stock because they believed it was undervalued and an attractive opportunity.
The reporting group, led by portfolio manager Aron R. English, signals an activist posture. They intend to communicate with Stoneridge’s board and management about ways to enhance shareholder value, including potential changes to board composition, capital allocation, ownership structure, and operations, and may increase or decrease their position over time.
Stoneridge, Inc. filed an amended report detailing executive compensation and pro forma results tied to the completed sale of its Control Devices business segment to an affiliate of Center Rock Capital Partners for a purchase price of $59.0 million, subject to customary adjustments.
The Board approved one-time cash Transaction Bonuses of $940,500 for CEO James Zizelman, $414,423 for CFO Matt Horvath, and $296,294 for Susan Benedict, plus cash-settled phantom share awards of 142,933 and 45,029 phantom shares to Mr. Zizelman and Ms. Benedict, respectively, vesting in 2027 subject to service and specified termination conditions.
Pro forma statements show the sale, related agreements, and debt repayment of $30.0 million reducing 2024 net loss from continuing operations from $16.5 million to $13.4 million (loss per share improving from $0.60 to $0.48) and nine‑month 2025 loss from $25.9 million to $21.8 million (from $0.93 to $0.78 per share), alongside an estimated pre‑tax loss on the sale of about $38.1 million.
Stoneridge, Inc. reported an equity-based compensation grant to officer Susan C. Benedict, CHRO and Assistant GC. On January 31, 2026, she received 45,029 Phantom Shares under the company’s Long-Term Incentive Plan at a price of $0 per unit.
Each Phantom Share is economically equal to one common share and will be paid in cash at fair market value on the vesting date of January 31, 2027, if she remains employed. Benedict also directly holds 13,072 common shares and 63,811 Share Units, which are payable one-for-one in common shares if she remains employed through the applicable third anniversaries of their grant dates.
Stoneridge, Inc. President and CEO James Zizelman reported equity-based compensation and holdings. On January 31, 2026, he was granted 142,933 Phantom Shares at $0 under the company’s Long-Term Incentive Plan, payable in cash based on the share price at vesting on January 31, 2027 if he remains employed.
He also holds 213,162 Share Units tied one-for-one to common shares, plus 19,695 common shares directly and 6,500 common shares indirectly through a trust.
Stoneridge, Inc. reported that its Chief Financial Officer and Treasurer, Matthew R. Horvath, has notified the company that he will resign, effective March 31, 2026. The company disclosed the leadership change under the section covering departures of certain officers.
Stoneridge also issued a press release on February 2, 2026 describing Mr. Horvath’s planned departure, which is included as Exhibit 99.1 and furnished, rather than filed, under the Regulation FD disclosure section.
Stoneridge, Inc. reported that its Chief Financial Officer and Treasurer, Matthew R. Horvath, has notified the company that he will resign, effective March 31, 2026. The company disclosed the leadership change under the section covering departures of certain officers.
Stoneridge also issued a press release on February 2, 2026 describing Mr. Horvath’s planned departure, which is included as Exhibit 99.1 and furnished, rather than filed, under the Regulation FD disclosure section.
Stoneridge, Inc. completed the sale of its Control Devices business segment to Control Devices Acquisition, LLC, an affiliate of Center Rock Capital Partners, for $59.0 million on January 30, 2026, under a Stock Purchase Agreement with customary terms and a five-year non-compete.
Immediately before closing, Stoneridge reorganized related assets and liabilities among subsidiaries. It also entered into a three-year Mexico Manufacturing Agreement and a 12‑month China Manufacturing Agreement to continue producing certain products for the buyer and for Stoneridge’s Electronics segment. The president of Control Devices resigned from Stoneridge roles as part of the transaction.
Stoneridge, Inc. completed the sale of its Control Devices business segment to Control Devices Acquisition, LLC, an affiliate of Center Rock Capital Partners, for $59.0 million on January 30, 2026, under a Stock Purchase Agreement with customary terms and a five-year non-compete.
Immediately before closing, Stoneridge reorganized related assets and liabilities among subsidiaries. It also entered into a three-year Mexico Manufacturing Agreement and a 12‑month China Manufacturing Agreement to continue producing certain products for the buyer and for Stoneridge’s Electronics segment. The president of Control Devices resigned from Stoneridge roles as part of the transaction.