[Form 4] Universal Electronics Inc Insider Trading Activity

Rhea-AI Filing Summary

Richard K. Carnifax, identified as COO and Interim CEO of Universal Electronics Inc. (UEIC), reported vesting of restricted stock units that resulted in acquisition of common shares on 08/07/2025 and 08/09/2025. The filings show 1,167 RSUs vested on August 7 and 673 RSUs vested on August 9, for a total of 1,840 shares acquired through vesting. A portion of those vested shares were withheld for taxes: 488 shares withheld at $6.35 and 281 shares withheld at $5.41.

The report shows beneficial ownership of common stock following the reported transactions at 13,663 shares (final reported line). Derivative holdings disclosed include an aggregate 9,016 RSUs before the later vesting reducing RSUs to 8,343, 92,433 performance stock units, and 18,465 employee stock options.

Positive

• Acquisition through vesting: Reporting person acquired a total of 1,840 shares via RSU vesting (1,167 and 673).
• Substantial performance-based awards: Reporting person holds 92,433 performance stock units, indicating compensation tied to performance metrics.

Negative

• Shares withheld for taxes: A total of 769 vested shares were withheld (488 at $6.35 and 281 at $5.41).
• Significant outstanding potential dilution: There are 18,465 employee stock options and large PSU counts that could convert to shares if conditions are met.

Insights

Securities Analyst

TL;DR: Routine executive equity vesting and tax-withholding; substantial outstanding PSUs and options remain.

The Form 4 documents routine vesting events for the company's COO and interim CEO, with 1,840 shares delivered from RSU vesting across two dates and 769 shares withheld for taxes at specified prices. These transactions are administrative consequences of equity compensation rather than open-market purchases or sales. Material disclosure here is the size of outstanding long-term incentives: 92,433 PSUs and 18,465 stock options, which represent meaningful potential future equity dilution if settled in shares. For investors, the immediate market impact is likely limited because the reported actions are vesting and withholding under company plans.

Corporate Governance Expert

TL;DR: Vesting follows grant terms; filings demonstrate compensation delivery and tax withholding per plan rules.

The filing clearly attributes the share movements to RSU vesting and tax withholding, with explanatory notes that RSUs and PSUs vest according to grant schedules and option terms were reported at grant. The reporting and use of a Limited Power of Attorney for signature indicate standard administrative practice. The presence of a large PSU balance (92,433) signals that a significant portion of executive pay is performance-based, which is governance-relevant when assessing alignment with shareholder interests. No departures from standard disclosure practices are evident in the document.

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

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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^*

Carnifax Richard K

(Last) (First) (Middle)

15147 N SCOTTSDALE RD STE H300

(Street)

SCOTTSDALE AZ 85254

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL ELECTRONICS INC [ UEIC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO and Interim CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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	08/07/2025		M		1,167	A	(1)	13,759	D
Common Stock	08/07/2025		F		488(2)	D	$6.35(3)	13,271	D
Common Stock	08/09/2025		M		673	A	(1)	13,944	D
Common Stock	08/09/2025		F		281(2)	D	$5.41(3)	13,663	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	(1)	08/07/2025		M			1,167	(4)	(4)	Common Stock	1,167	$0	9,016(5)	D
Restricted Stock Units	(1)	08/09/2025		M			673	(4)	(4)	Common Stock	673	$0	8,343(5)	D
Performance Stock Units	(6)							(7)	(7)	Common Stock	92,433		92,433(8)	D
Employee Stock Option (Rt to Buy)	(9)							(10)	(10)	Common Stock	18,465		18,465(11)	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of UEI common stock.

2. This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4.

3. Price determined in accordance with the terms of the Company's applicable Stock Incentive Plan.

4. The restricted stock units vest in accordance with the vesting schedule of each RSU Grant.

5. This figure represents an aggregate number of restricted stock units held by Reporting Person.

6. Each performance stock unit represents a contingent right to receive one share of UEI common stock.

7. The performance stock units vest in accordance with the vesting schedule of each PSU Grant.

8. This figure represents an aggregate number of performance stock units held by Reporting Person.

9. Exercise Price Determined in accordance with the terms of the Company's applicable Stock Incentive Plan.

10. The Exercisable and Expiration Dates were reported at the time the Stock Options were granted.

11. This figure represents an aggregate number of stock options held by Reporting Person.

Remarks:

	/s/Richard K. Carnifax, by Bryan Allison, pursuant to Limited Power of Attorney dated May 7, 2024	08/11/2025
	** 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 activity did the UEIC Form 4 disclose for COO Richard Carnifax?

The Form 4 discloses RSU vestings that resulted in acquisition of 1,167 shares on 08/07/2025 and 673 shares on 08/09/2025, with tax withholding of 488 and 281 shares respectively.

How many performance stock units and options does the reporting person hold according to the filing?

The filing shows the reporting person holds 92,433 performance stock units and 18,465 employee stock options.

How many shares were withheld to cover taxes and at what prices?

A total of 769 shares were withheld: 488 shares at $6.35 and 281 shares at $5.41.

What is the reported beneficial ownership of common stock after the transactions?

The filing's final reported line shows beneficial ownership of common stock at 13,663 shares following the reported transactions.

Were these transactions sales or open-market trades?

No. The reported transactions reflect vesting of restricted stock units (RSUs) and withholding for taxes, not open-market sales or purchases.