Turtle Beach Adopts One-Year Shareholder Rights Plan

Turtle Beach Corporation has adopted a limited-duration stockholder rights plan, effective until June 9, 2026, designed to protect shareholder value and safeguard the company from unsolicited takeover attempts. The plan issues one right per outstanding share, with a record date of June 23, 2025, and activates if any individual or group acquires 10% or more of the company's common stock without Board approval. Upon activation, shareholders other than the acquirer can purchase additional shares at a substantial discount, diluting the acquirer's stake and giving the Board time to evaluate strategic alternatives. Existing shareholders with over 10% ownership are not penalized unless they increase their holdings beyond this threshold. The plan also includes a qualifying offer provision allowing shareholders to call a special meeting to exempt fair, Board-supported takeover proposals. This measure is a proactive defense, not a response to any current acquisition bid, and aims to ensure all stockholders can fully realize their investments' value while maintaining company stability.