Form 4: Gentherm Executive's Equity Vesting Details

Gentherm's President of Technology, Thomas Stocker, reported the vesting of performance-based restricted stock units and a subsequent tax-related disposition, resulting in a net increase in his direct common stock holdings.

Summary

• Thomas Stocker, President, Gentherm Tech., reported transactions related to his beneficial ownership in Gentherm Inc. (THRM).
• On March 23, 2026, Mr. Stocker acquired 2,474 shares of common stock at $0.00 per share due to the vesting of performance-based restricted stock units (PSUs).
• Concurrently, 1,115 shares of common stock were disposed of at $28.64 per share to cover tax withholding obligations related to the PSU vesting.
• Following these transactions, Mr. Stocker directly beneficially owns 28,085 shares of Gentherm Inc. common stock.
• The PSUs were granted on March 14, 2023, under the 2013 Equity Incentive Plan, with performance measured in 2025 based on three-year cumulative adjusted EBITDA and return on invested capital (ROIC).
• The Compensation and Talent Committee determined that the Adjusted EBITDA PSUs were earned at 69.15% of the target performance level, and the ROIC PSUs were earned at 63.44% of the target performance level.
• This resulted in a total payout of 40.35% of the PSUs originally granted on March 14, 2023.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a slightly negative signal, as the executive's performance-based equity vested at a significantly lower-than-target rate, indicating underperformance against key internal financial metrics.

Positives

• The reporting person, Thomas Stocker, acquired 2,474 shares of common stock, increasing his direct beneficial ownership.
• Performance-based restricted stock units vested, indicating that certain company performance targets were met, albeit not at the maximum level.

Negatives

• The total payout for the performance-based restricted stock units was 40.35% of the target grant, indicating that performance metrics (Adjusted EBITDA and ROIC) were not fully achieved.
• Adjusted EBITDA PSUs were earned at 69.15% of target and ROIC PSUs at 63.44% of target, both below the 100% target level.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that this Form 4 filing details a routine executive compensation event, where performance-based equity vests based on pre-defined company metrics. The payout percentage provides a signal regarding Gentherm's operational execution against its internal financial targets within the automotive thermal management industry.

Stakeholder Impact

• Shareholders: The vesting and subsequent disposition of shares represent a minor dilution event and provide insight into the company's performance against internal compensation targets.
• Executive (Thomas Stocker): Realized a portion of his performance-based equity compensation, increasing his direct stake in the company.

Key Dates

Recommendation

The filing details an executive's equity compensation vesting and subsequent tax-related share disposition. While the executive increased their net direct holdings, the performance-based units vested at a significantly lower-than-target rate (40.35% of the target grant), indicating that internal performance metrics for Adjusted EBITDA and ROIC were not fully achieved. This suggests a mixed signal on company performance, warranting a 'hold' as there's no strong positive or negative catalyst for a 'buy' or 'sell' based solely on this compensation event.

Keywords

Gentherm, THRM, Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Beneficial Ownership, Equity Incentive Plan, Adjusted EBITDA, ROIC