Richard K Carnifax Form 4 UNIVERSAL ELECTRONICS / Richard K Carnifax ownership change

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

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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).

1. Name and Address of Reporting Person^*

Carnifax Richard K

(Last) (First) (Middle)

15147 N. SCOTTSDALE ROAD

SUITE 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)
S.V.P. Global Operations

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2023

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								1,727	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)	(2)	02/09/2023		A		8,075		(1)	(1)	Common Stock	8,075	$0.00	16,374	D
Employee Stock Option (Rt. To Buy)(3)	$24.765(4)	02/09/2023		A		18,465		02/09/2024	02/09/2030	Common Stock	18,465	$24.765(4)	18,465	D

Explanation of Responses:

1. Restricted Stock Grant was approved by the Compensation Committee of the Board of Directors on January 30, 2023 and ratified and approved by the Board of Directors on February 9, 2023, and granted on February 9, 2023. The Restricted Stock Units will vest over a 3 year vesting schedule of 33.33% on February 9, 2024, and 8.33% quarterly thereafter.

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

3. Stock Option Grant was approved by the Compensation Committee of the Board of Directors on January 30, 2023 and ratified and approved by the Board of Directors on February 9, 2023, and granted on February 9, 2023. The Stock Options will vest over a 3-year vesting schedule of 33.33% on February 9, 2024, and 8.33% quarterly thereafter, and will expire on February 9, 2030.

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

Remarks:

	/s/Richard Carnifax by Valerie J. Ballard, pursuant to Limited Power of Attorney dated July 11, 2022	02/13/2023
	** 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).
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