Gentherm (THRM) HR chief uses 2,455 shares to cover equity tax

Rhea-AI Filing Summary

Gentherm Inc executive Barbara J. Runyon, SVP and Chief Human Resources Officer, reported two Form 4 transactions involving company common stock. On March 14 and 15, 2026, a total of 2,455 shares were disposed of as tax-withholding transactions at $27.82 per share. These were not open-market sales, but shares withheld to satisfy tax obligations tied to equity compensation. After these transactions, she directly holds 28,861 common shares.

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).

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^*

Runyon Barbara J

(Last) (First) (Middle)

28875 CABOT DRIVE

(Street)

NOVI MI 48377

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gentherm Inc [ THRM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, CHRO

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2026

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	03/14/2026		F		1,563	D	$27.82	29,753	D
Common Stock	03/15/2026		F		892	D	$27.82	28,861	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

Explanation of Responses:

	/s/ Stephanie Swan, by Power of Attorney	03/17/2026
	** 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 Gentherm (THRM) executive Barbara Runyon report on this Form 4?

Barbara J. Runyon reported two tax-related share dispositions, totaling 2,455 Gentherm common shares, on March 14 and 15, 2026. These were tax-withholding transactions under code F, not open-market sales, and relate to equity compensation obligations.

Were the Gentherm (THRM) Form 4 transactions open-market sales?

No, the Form 4 shows tax-withholding dispositions, not open-market sales. Both transactions carry code F, described as payment of exercise price or tax liability by delivering securities, meaning shares were withheld to cover taxes on equity compensation.

How many Gentherm (THRM) shares were involved in Barbara Runyon’s tax-withholding trades?

The filing reports 2,455 Gentherm common shares used for tax withholding. One transaction covered 1,563 shares and the other 892 shares, each at a reported price of $27.82 per share, reflecting routine equity compensation-related tax settlements.

How many Gentherm (THRM) shares does Barbara Runyon hold after these transactions?

After the most recent tax-withholding disposition, Barbara Runyon directly holds 28,861 Gentherm common shares. This figure reflects her position following the March 15, 2026 transaction and indicates she retains a meaningful equity stake in the company.

What does transaction code F mean in the Gentherm (THRM) Form 4 filing?

Transaction code F indicates a tax-withholding disposition, described as payment of an exercise price or tax liability by delivering securities. In this Gentherm filing, it means shares were withheld to satisfy tax obligations linked to equity compensation, not discretionary market sales.