Item 2.02 Results of Operations and Financial Condition.
On January 9, 2019, Voxx International Corporation (the "Company") issued a
press release announcing its earnings for the quarter ended November 30, 2018. A
copy of the release is furnished herewith as Exhibit 99.1.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 10, 2019, the Company entered into a First Amendment ("First
Amendment") to the Employment Agreement dated January 12, 2017, with Ms. Loriann
Shelton, Senior VP and COO of the Company (the "Employment Agreement"). The
First Amendment amended and restated Section 5(c)(i) of the Employment Agreement
to provide that in the event Ms. Shelton is terminated "without cause" or if she
terminates her employment for "good reason" she will be entitled to receive one
year Base Compensation plus any earned and unpaid Base Compensation for the
period ending on termination plus any guaranteed annual bonus and any incentive
bonus prorated as of the date of termination. If Ms. Shelton voluntarily
retires, which qualifies as an event of "good reason" she will be paid one year
of Base Compensation.
The preceding description of the First Amendment is a summary of the material
terms, does not purport to be complete, and is qualified in its entirety by
reference to the First Amendment, a copy of which will be filed as an Exhibit to
the Company's Annual Report on Form 10-K.
Item 8.01 Other Events.
On January 10, 2019, the Company held a conference call to discuss its financial
results for the quarter ended November 30, 2018. The Company has prepared a
transcript of that conference call, a copy of which is annexed hereto as Exhibit
The information furnished under Items 2.02 and 8.01, including Exhibits 99.1 and
99.2, shall not be deemed to be filed for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, and will not be incorporated by
reference into any registration statement filed under the Securities Act of
1933, as amended, unless specifically identified therein as being incorporated
therein by reference.
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