Amendment No. 2025-1 to Turtle Beach Corporation 2023 Stock-Based Incentive Compensation Plan
Turtle Beach Corporation has amended its 2023 Stock-Based Incentive Compensation Plan to increase the total number of shares of common stock available for issuance under the plan by 1,510,000 shares, subject to stockholder approval. The amendment also updates the maximum number of shares that may be granted as incentive stock options to 7,836,353. All other terms of the plan remain unchanged. This amendment is executed by the company's Chief Financial Officer, Mark Weinswig.
Exhibit 10.1
AMENDMENT NO. 2025-1 TO
TURTLE BEACH CORPORATION
2023 STOCK-BASED INCENTIVE COMPENSATION PLAN
June 3, 2025
WHEREAS, Turtle Beach Corporation, a Nevada corporation (the “Company”), maintains the Company’s 2023 Stock-Based Incentive Compensation Plan (the “Plan”) for the benefit of eligible employees of the Company or its subsidiaries or affiliates, non-employee members of the Company’s Board of Directors, and other service providers who perform services for the Company or its subsidiaries or affiliates; and
WHEREAS, the Company desires to amend the Plan to increase the total number of shares of common stock of the Company that may be issued or transferred under the Plan and to update the number of shares of common stock that may be granted as incentive stock options; and
NOW, THEREFORE, in accordance with the foregoing and subject to approval of the Company’s stockholders, the Plan shall be, and hereby is, amended as follows:
1. Section 6.1 of the Plan is hereby deleted in its entirety and replaced with the following:
“6.1 Number of Shares. Subject to adjustment as provided in Section 15 and the provisions of this Section 6, the total number of shares of Common Stock reserved and available for issuance pursuant to Awards granted under the Plan shall be 6,326,353, plus effective as of the date of stockholder approval, an additional 1,510,000 shares of Common Stock.
2. Clause (i) of Section 6.2 is hereby deleted in its entirety and replaced with the following:
“(i) the maximum number of shares of Common Stock available for Awards that are intended to be Incentive Stock Options shall not exceed 7,836,353”
3. Except as modified herein, all provisions of the Plan shall remain in full force and effect.
SIGNATURE PAGE FOLLOWS
IN WITNESS WHEREOF, the undersigned has executed this Amendment No. 2025-1 to the Company’s 2023 Stock-Based Incentive Compensation Plan as of the date first set forth above.
| TURTLE BEACH CORPORATION | ||
| By: | /s/ Mark Weinswig | |
| Name: | Mark Weinswig | |
| Title: | Chief Financial Officer | |
SIGNATURE PAGE TO AMENDMENT NO. 2025-1 TO STOCK-BASED INCENTIVE COMPENSATION PLAN
