Основная статистика
| LEI | HKM6YX1U5JS60TCUB219 |
| CIK | 903129 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Gentherm Incorporated
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 24, 2025 |
Exhibit 99.1 Gentherm Reports 2025 Second Quarter Results Delivered Revenue of $375 Million, Including Quarterly Record for Automotive Climate and Comfort Solutions Secured More Than $600 Million of Automotive New Business Awards in the Quarter; $1 Billion Year to Date 2025 Full Year Guidance Range Narrowed NOVI, Michigan, July 24, 2025 - Gentherm (NASDAQ:THRM), a global market leader of innovativ |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 OR ☐ Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM I |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 000-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 28875 Cabot Drive, Novi, MI 48377 (Address of principal executive offices) |
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| May 30, 2025 |
Conflict Minerals Report as required by Items 1.01 and 1.02 of Form SD. Exhibit 1.01 Conflict Minerals Report of Gentherm Incorporated This Conflict Minerals Report of Gentherm Incorporated (“Gentherm”, “we”, “us”, “our” or the “Company”) covers the reporting period from January 1 to December 31, 2024. This report was prepared in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended. Business Overview Gentherm Incorporated is the global mark |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Nu |
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| April 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2025 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 24, 2025 |
Exhibit 10.2 Confidential Information and Invention Assignment Agreement Agreement made 10/6/2022 RECITALS As an employee of Gentherm Incorporated, (hereinafter referred to as the “Company”), I have gained or will gain knowledge of the Company’s trade secrets or other confidential information or proprietary information, as defined below. The Company would suffer irreparable harm if I were to use s |
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| April 24, 2025 |
Exhibit 99.1 Gentherm Reports 2025 First Quarter Results Delivered Revenue of $354 million, up +1% ex-FX, led by Strong Lumbar and Massage Comfort Solutions Growth Secured $400 million of Automotive New Business Awards including Key Conquest Wins Commenced Shipment of Customer Approved Production Components from New Morocco Facility 2025 Full Year Revenue Guidance Remains Unchanged, Adjusted EBITD |
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| April 24, 2025 |
Exhibit 10.1 Confidential Information and Invention Assignment Agreement Agreement made 5/20/19 RECITALS As an employee of Gentherm Incorporated, (hereinafter referred to as the “Company”), I have gained or will gain knowledge of the Company’s trade secrets or other confidential information or proprietary information, as defined below. The Company would suffer irreparable harm if I were to use suc |
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| April 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 OR ☐ Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| March 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De |
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| February 24, 2025 |
As filed with the Securities and Exchange Commission on February 24, 2025 As filed with the Securities and Exchange Commission on February 24, 2025 Registration No. |
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| February 24, 2025 |
Exhibit 107 Calculation of Filing Fee Table FORM S-8 (Form Type) Gentherm Incorporated (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price (3) Fee Rate Amount of Registration Fee (4) Equity Common Stock, no par value Other 175,533 $31. |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2025 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| February 24, 2025 |
Form of Sign-On Inducement Restricted Stock Unit Award Agreement (February 2025) EX-10 Exhibit 10 GENTHERM INCORPORATED SIGN-ON INDUCEMENT RESTRICTED STOCK UNIT AWARD AGREEMENT Gentherm Incorporated, a Michigan corporation (the “Corporation”), hereby grants to the individual listed below (the “Grantee”), a sign-on award of Restricted Stock Units (“RSUs”) as described herein, subject to the terms and conditions of this Sign-on Inducement Restricted Stock Unit Award Agreement (“Agreement”) to induce the Grantee to be employed by the Corporation. |
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| February 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2025 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 19, 2025 |
Proprietary © Gentherm 2024 Fourth Quarter Results February 19, 2025 Exhibit 99.2 Forward-Looking Statements Proprietary © Gentherm Except for historical information contained herein, statements in this presentation are forward-looking statements that are made by Gentherm Incorporated (the “Company”) pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Al |
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| February 19, 2025 |
List of Subsidiaries (Direct and Indirect) of the Company Exhibit 21 LIST OF SUBSIDIARIES Name Jurisdiction of Formation Gentherm Holding (Malta) Ltd. |
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| February 19, 2025 |
EX-10.1 2 thrm-ex101.htm EX-10.1 Exhibit 10.1 GENTHERM INCORPORATED SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION Non-employee directors of the Board receive a mix of cash and share-based compensation. Directors who are employees or officers of the Corporation do not receive any additional compensation for Board service. Cash compensation is paid in advance at the annual meeting of shareholders. I |
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| February 19, 2025 |
Exhibit 24 POWER OF ATTORNEY Each of the undersigned, being a Member of the Board of Directors of Gentherm Incorporated (the "Registrant"), hereby severally constitutes and appoints each of William T. |
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| February 19, 2025 |
GENTHERM INCORPORATED POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Exhibit 97 GENTHERM INCORPORATED POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION 1. |
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| February 19, 2025 |
Offer Letter between Gentherm Incorporated and Jaymi Wilson, dated as of July 7, 2018 Exhibit 10.17 GENTHERM September 14, 2021 Jaymi K Wilson […] Dear Jaymi: I am very pleased to confirm our promotional offer to you for the position of Senior Vice President of Global Sales, Marketing and Communications effective October 1 (first pay date of October 15). In this position, you will be a part of Gentherm' s Executive Committee and report to Phil Eyler, President and CEO effective You |
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| February 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2024 or ☐ Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . Commission file number 0-21810 GENTHERM INCORP |
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| February 19, 2025 |
Exhibit 19 SECURITIES TRADING POLICY [Amended and Restated August 17, 2023] The Need For a Securities Trading Policy Gentherm Incorporated (including its direct and indirect subsidiaries and affiliates, the “Company”) has adopted this Securities Trading Policy (“Policy”) in order to set forth procedures governing specified securities transactions by employees, officers and directors of the Company and other specified persons below to comply with federal securities laws and regulations (collectively “federal securities laws”) adopted by the U. |
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| February 19, 2025 |
Exhibit 99.1 Gentherm Reports 2024 Fourth Quarter and Full Year Results Achieved 61% Year Over Year Net Income Growth; Record Annual Adjusted EBITDA of $183M Secured Annual Automotive New Business Awards of $2.4 Billion Establishes 2025 Guidance NOVI, Michigan, February 19, 2025 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader of innovative thermal management and pneumatic comfor |
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| February 19, 2025 |
Gentherm incorporated SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION Exhibit 10.14 Gentherm incorporated SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION The compensation described herein will have effect starting with the 2024 annual meeting of shareholders. Non-employee directors of the Board receive a mix of cash and share-based compensation. Directors who are employees or officers of the Corporation do not receive any additional compensation for Board service. Non |
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| December 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| November 21, 2024 |
Offer Letter between Gentherm Incorporated and Jonathan Douyard, dated as of November 20, 2024 EX-10 2 d885551dex10.htm EX-10 Exhibit 10 November 20, 2024 Jonathan Douyard Dear Jon, On behalf of Gentherm Incorporated (“Gentherm” or the “Company”), I am very excited to present to you an offer of employment for the position of Executive Vice President, Chief Financial Officer and Treasurer. In this position you would be part of Gentherm’s Executive Committee and report directly to the Preside |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| November 21, 2024 |
Exhibit 99 Gentherm Names Jonathan Douyard as Executive Vice President, Chief Financial Officer and Treasurer Seasoned Executive with Specialty Vehicle, Technology and Industrial Background Will Complement Executive Team NORTHVILLE, Michigan, November 21, 2024 /Global Newswire/ — Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive industry and a leader in medical patient temperature management systems, today announced that Jonathan (“Jon”) Douyard will join the Company’s leadership team as Executive Vice President, Chief Financial Officer and Treasurer, effective January 1, 2025. |
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| November 8, 2024 |
EX-99 Exhibit 99 Gentherm Announces CEO Succession in 2025 Bill Presley, Vice-Chairman and COO of Aptiv PLC to become President and CEO, and Board Director, as of January 1, 2025 Phil Eyler to Remain as an Advisor to Gentherm through June 30, 2025 NORTHVILLE, Michigan, November 8, 2024 /Global Newswire/ — Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive industry and a leader in medical patient temperature management systems, today announced its planned CEO succession, effective January 1, 2025. |
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| November 8, 2024 |
Offer Letter between Gentherm Incorporated and William T. Presley, dated as of November 6, 2024 EX-10.1 Exhibit 10.1 November 4, 2024 William Presley 54254 Ego Drive Macomb Township, Ml 48042 Dear Bill, On behalf of Gentherm Incorporated (“Gentherm” or the “Company”), I am very excited to present to you an offer of employment for the position of President and Chief Executive Officer. In this position you would be part of Gentherm’s Executive Committee and report directly to the Board of Dire |
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| November 8, 2024 |
EX-10.2 Exhibit 10.2 SEPARATION AND CONSULTING AGREEMENT This Separation and Consulting Agreement (this “Agreement”), is entered into as of November 6, 2024 (the “Effective Date”) by and between Phillip Eyler (“Eyler”) and Gentherm Incorporated, a Michigan corporation (“Gentherm” or the “Company”). Recitals A. Eyler has been President and Chief Executive Officer of the Company, and a director of t |
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| November 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 30, 2024 |
Proprietary © Gentherm 2024 2024 Third Quarter Results October 30, 2024 Exhibit 99. |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 30, 2024 |
Exhibit 99.1 Gentherm Reports 2024 Third Quarter Results Strong Outperformance Over Light Vehicle Production Secured Third Quarter Record $600 Million in Automotive New Business Awards Updates 2024 Guidance NORTHVILLE, Michigan, October 30, 2024 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotiv |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTH |
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| September 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| July 31, 2024 |
Exhibit 99.1 Gentherm Reports 2024 Second Quarter Results Record Quarterly Revenue of $376 Million Highest Quarterly Operating Income in Three Years Secured $660 Million in Automotive New Business Awards NORTHVILLE, Michigan, July 31, 2024 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive indu |
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| July 31, 2024 |
Proprietary © Gentherm 2024 2024 Second Quarter Results July 31, 2024 Exhibit 99.2 Use of Non-GAAP Financial Measures* In addition to the results reported herein in accordance with GAAP, the Company has provided here or may discuss on the related conference call adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”); Adjusted EBITDA margin; adjusted earnings pe |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM I |
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| July 31, 2024 |
FIRST AMENDMENT TO EXECUTIVE OFFER LETTER FIRST AMENDMENT TO EXECUTIVE OFFER LETTER This FIRST AMENDMENT TO EXECUTIVE OFFER LETTER (this “Amendment”) is entered into as of February 5, 2024, by and between Vishnu Sundaram (“Executive”) and Gentherm Incorporated (“Gentherm” or the “Company”). |
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| July 31, 2024 |
Technology to the next degreeN GENTHERM Technology to the next degreeN GENTHERM Amended August 31, 2023 Vishnu Sundaram Dear Vishnu: I am very pleased to confirm our job offer to you for the position of Senior Vice President, Chief Technology Officer. |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 5, 2024 |
Gentherm Announces New Stock Repurchase Authorization Exhibit 99 Gentherm Announces New Stock Repurchase Authorization NORTHVILLE, Mich. |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| May 31, 2024 |
Conflict Minerals Report as required by Items 1.01 and 1.02 of Form SD. Exhibit 1.01 Conflict Minerals Report of Gentherm Incorporated This Conflict Minerals Report of Gentherm Incorporated (“Gentherm”, “we”, “us”, “our” or the “Company”) covers the reporting period from January 1 to December 31, 2023. This report was prepared in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended. Business Overview Gentherm Incorporated is the global mark |
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| May 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 000-21810 (State or other jurisdiction of incorporation) (Commission File Number) 21680 Haggerty Road, Northville, MI 48167 (Address of principal executive offices) (Zip Code) Wayne Kauffman, Senior Vice |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2024 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| April 30, 2024 |
Proprietary © Gentherm 2024 2024 First Quarter Results April 30, 2024 Exhibit 99.2 Use of Non-GAAP Financial Measures* In addition to the results reported herein in accordance with GAAP, the Company has provided here or may discuss on the related conference call adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”), Adjusted EBITDA margin, adjusted earnings pe |
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| April 30, 2024 |
Offer Letter between Gentherm Incorporated and Vishnu Sundaram, dated as of August 31, 2023 GENTHERM Technology to the next degreeN GENTHERM Amended August 31, 2023 Vishnu Sundaram Dear Vishnu: I am very pleased to confirm our job offer to you for the position of Senior Vice President, Chief Technology Officer. |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM |
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| April 30, 2024 |
Exhibit 99.1 Gentherm Reports 2024 First Quarter Results Achieved 86% Year over Year Growth in Net Income Secured $530M of Automotive New Business Awards Reaffirms 2024 Guidance NORTHVILLE, Michigan, April 30, 2024 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive industry and a leader in medi |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 30, 2024 |
FIRST AMENDMENT TO EXECUTIVE OFFER LETTER This FIRST AMENDMENT TO EXECUTIVE OFFER LETTER (this “Amendment”) is entered into as of February 5, 2024, by and between Vishnu Sundaram (“Executive”) and Gentherm Incorporated (“Gentherm” or the “Company”). |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| April 4, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| February 21, 2024 |
Proprietary © Gentherm 2024 2023 Fourth Quarter Results & Full Year Results February 21, 2024 Exhibit 99. |
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| February 21, 2024 |
Gentherm Incorporated Policy for the Recovery of Erroneously Awarded Compensation Exhibit 97 GENTHERM INCORPORATED POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION 1. |
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| February 21, 2024 |
Exhibit 24 POWER OF ATTORNEY Each of the undersigned, being a Member of the Board of Directors of Gentherm Incorporated (the "Registrant"), hereby severally constitutes and appoints each of Phillip Eyler, the Registrant's President and Chief Executive Officer, and Matteo Anversa, the Registrant's Executive Vice President of Finance, Chief Financial Officer and Treasurer, or any of them, with full |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2023 or ☐ Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . Commission file number 0-21810 GENTHERM INCORP |
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| February 21, 2024 |
Exhibit 10.14 Gentherm incorporated SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION The compensation described herein will have effect starting with the 2024 annual meeting of shareholders. Non-employee directors of the Board receive a mix of cash and share-based compensation. Directors who are employees or officers of the Corporation do not receive any additional compensation for Board service. Non |
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| February 21, 2024 |
List of Subsidiaries (Direct and Indirect) of the Company Exhibit 21 LIST OF SUBSIDIARIES Name Jurisdiction of Formation Gentherm Holding (Malta) Ltd. |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2024 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 21, 2024 |
Exhibit 99.1 Gentherm Reports 2023 Fourth Quarter and Full Year Results Achieves Record Annual Revenue of $1.5 Billion Secures Unprecedented Annual Automotive Business Awards of $2.6 Billion Establishes 2024 Guidance and Updates 2026 Outlook NORTHVILLE, Michigan, February 21, 2024 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic co |
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| February 13, 2024 |
THRM / Gentherm Incorporated / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: Gentherm Inc Title of Class of Securities: Common Stock CUSIP Number: 37253A103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule |
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| February 9, 2024 |
THRM / Gentherm Incorporated / Trigran Investments, Inc. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 Under the Securities Exchange Act of 1934 (Amendment No.)* GENTHERM INCORPORATED (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) 37253A103 (CUSIP Number) December 31, 2023 Date of Event Which Requires Filing of the Statement Ch |
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| February 9, 2024 |
EXHIBIT 1: Agreement to Make a Joint Filing CUSIP No. 37253A103 Schedule 13G Page 1 of 1 Exhibit 1 EXHIBIT 1 TO SCHEDULE 13G February 9, 2024 In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, TRIGRAN INVESTMENTS, INC., DOUGLAS GRANAT, LAWRENCE A. OBERMAN, STEVEN G. SIMON, BRADLEY F. SIMON and STEVEN R. MONIESON each hereby agree to the joint filing of this statement on Schedule 13G (including any and |
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| December 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| December 6, 2023 |
Gentherm Announces Laura Kowalchik as New Independent Director Exhibit 99 Gentherm Announces Laura Kowalchik as New Independent Director NORTHVILLE, Mich. |
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| November 2, 2023 |
Exhibit 10 November 1, 2023 To: Gentherm Incorporated 21680 Haggerty Road Suite 101 Attn: Matteo Anversa Telephone:248-504-0500 Email: matteo. |
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| November 2, 2023 |
Exhibit 99 Gentherm Initiates $60 Million Accelerated Share Repurchase Stock Repurchase Authorization Extended until June 2024 NORTHVILLE, Michigan, November 2, 2023 /Global Newswire/ — Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive industry and a leader in medical patient temperature management systems, today announced that it has entered into an accelerated share repurchase agreement (ASR) with Bank of America, N. |
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| November 2, 2023 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| October 26, 2023 |
Amendment to Offer Letter between Gentherm Incorporated and Helen Xu, dated as of August 21, 2023 Exhibit 10.1 GENTHERM Technology to the next degreeTM June 12, 2023 Helen Xu 45 Huangyang Road Building E - 501 Shanghai 200220 China Dear Helen, The purpose of this letter is to confirm the updated terms of your "local plus benefit" package as a Gentherm, Inc., employee on assignment at Gentherm Technology (Shanghai) co LTD. These terms were originally outlined in your offer letter, dated August |
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| October 26, 2023 |
Exhibit 99.1 Gentherm Reports 2023 Third Quarter Results Delivered Highest Quarterly Adjusted EBITDA in Ten Quarters Secured $520M in New Automotive Business Awards, a Third Quarter Record Updates 2023 Guidance NORTHVILLE, Michigan, October 26, 2023 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the autom |
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| October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTH |
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| October 26, 2023 |
Proprietary © Gentherm 2023 2023 Third Quarter Results October 26, 2023 Exhibit 99. |
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| October 2, 2023 |
Gentherm Announces Dr. Ken Washington as New Independent Director Exhibit 99.1 Gentherm Announces Dr. Ken Washington as New Independent Director NORTHVILLE, Mich., October 2, 2023 (GLOBE NEWSWIRE) — Gentherm (NASDAQ: THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive industry and a leader in medical patient temperature management systems, today announced that Dr. Ken Washington has been appointe |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 19, 2023 |
Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission |
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| August 1, 2023 |
Proprietary © Gentherm 2023 2023 Second Quarter Results August 1, 2023 Exhibit 99. |
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| August 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM I |
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| August 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 01, 2023 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| August 1, 2023 |
Exhibit 99.1 Gentherm Reports 2023 Second Quarter Results Achieved Record Quarterly Revenue Secured Record $670M in New Automotive Awards Reaffirms 2023 Guidance NORTHVILLE, Michigan, August 1, 2023 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive industry and a leader in medical patient temp |
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| May 31, 2023 |
Youâve Exceeded the SECâs Traffic Limit EX-1.01 Exhibit 1.01 Conflict Minerals Report of Gentherm Incorporated This Conflict Minerals Report of Gentherm Incorporated (“Gentherm”, “we”, “us”, “our” or the “Company”) covers the reporting period from January 1 to December 31, 2022. This report was prepared in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended. Business Overview Gentherm Incorporated is a globa |
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| May 31, 2023 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 000-21810 (State or other jurisdiction of incorporation) (Commission File Number) 21680 Haggerty Road, Northville, MI 48167 (Address of principal executive offices) (Zip Code) Wayne Kauffman, Senior Vi |
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| May 18, 2023 |
EX-10.4 Exhibit 10.4 GENTHERM INCORPORATED 2023 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Gentherm Incorporated, a Michigan corporation (the “Corporation”), as permitted by and pursuant to the terms and conditions of the Gentherm Incorporated 2023 Equity Incentive Plan, as amended (the “Plan”), hereby grants to the individual listed below (the “Participant”), an award of shares of Res |
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| May 18, 2023 |
EX-10.3 Exhibit 10.3 GENTHERM INCORPORATED 2023 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT Gentherm Incorporated, a Michigan corporation (the “Corporation”), as permitted by and pursuant to the terms and conditions of the Gentherm Incorporated 2023 Equity Incentive Plan, as amended (the “Plan”), and on behalf of the Participant’s employing legal entity, hereby grants to the indivi |
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| May 18, 2023 |
Gentherm Incorporated 2023 Equity Incentive Plan EX-10.1 Exhibit 10.1 GENTHERM INCORPORATED 2023 Equity Incentive Plan 1. Definitions. Capitalized terms used in this Plan have the meanings given below. Additional defined terms are set forth in other paragraphs of this Plan. (a) “409A Award” means any Award that is treated as a deferral of compensation subject to the requirements of Section 409A of the Code. (b) “Award” means any grant of a Stock |
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| May 18, 2023 |
Exhibit 107 Calculation of Filing Fee Table FORM S-8 (Form Type) Gentherm Incorporated (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Equity Common Stock, no par value, reserved for issuance under the 2023 Equity Incentive Plan Rule 457(c) and Rule 457(h) 3,730,000 $56. |
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| May 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| May 18, 2023 |
As filed with the Securities and Exchange Commission on May 18, 2023 S-8 As filed with the Securities and Exchange Commission on May 18, 2023 Registration No. |
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| May 18, 2023 |
EX-10.2 Exhibit 10.2 GENTHERM INCORPORATED 2023 EQUITY INCENTIVE PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT Gentherm Incorporated, a Michigan corporation (the “Corporation”), as permitted by and pursuant to the terms and conditions of the Gentherm Incorporated 2023 Equity Incentive Plan, as amended (the “Plan”), and on behalf of the Participant’s employing legal entity, hereby grants to the indiv |
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| April 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 27, 2023 |
Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM |
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| April 27, 2023 |
Exhibit 99.1 Gentherm Reports 2023 First Quarter Results Achieved Record Quarterly Revenue Significantly Outperformed Light Vehicle Production Secured $480M in New Automotive Awards Reaffirms 2023 Guidance NORTHVILLE, Michigan, April 27, 2023 /Global Newswire/ - Gentherm (NASDAQ:THRM, the global market leader of innovative thermal management and pneumatic comfort technologies for the automotive in |
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| April 27, 2023 |
Proprietary © Gentherm 2023 2023 First Quarter Results April 27, 2023 Exhibit 99.2 Forward-Looking Statement Proprietary © Gentherm 2023 Except for historical information contained herein, statements in this presentation are forward-looking statements that are made by Gentherm Incorporated (the “Company”) pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 199 |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| April 6, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru |
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| February 24, 2023 |
List of Subsidiaries (Direct and Indirect) of the Company Exhibit 21 LIST OF SUBSIDIARIES Name Jurisdiction of Formation Gentherm Holding (Malta) Ltd. |
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| February 24, 2023 |
Exhibit 24 POWER OF ATTORNEY Each of the undersigned, being a Member of the Board of Directors of Gentherm Incorporated (the "Registrant"), hereby severally constitutes and appoints Phillip Eyler, the Registrant's Chief Executive Officer, with full powers of substitution and resubstitution, his true and lawful attorney, with full powers to sign for him, in his name, in the capacity indicated herei |
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| February 24, 2023 |
Annual Report on Form 10-K for the year ended December 31, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2022 or ☐ Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . Commission file number 0-21810 GENTHERM INCORP |
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| February 22, 2023 |
EX-99.1 Exhibit 99.1 STRATEGY UPDATE F E B R U AR Y 2 2 , 2 0 2 3 P r o p r i e t a r y © 2 0 2 3 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made by Gentherm Incorporated (the “Company”) pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statem |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 22, 2023 |
Exhibit 99.1 Gentherm Reports 2022 Fourth Quarter and Full Year Results Provides Strategic Update with 2026 Outlook Record Annual Revenue of $1.2 Billion Secures Record Annual New Automotive Business Awards of $1.8 Billion Establishes 2023 Guidance NORTHVILLE, Michigan, February 22, 2023 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader of innovative thermal management and pneumat |
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| February 22, 2023 |
Proprietary © Gentherm 2023 2022 Fourth Quarter & Full Year Results FEBRUARY 22, 2023 Exhibit 99. |
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| February 9, 2023 |
THRM / Gentherm Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0975-gentherminc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Gentherm Inc. Title of Class of Securities: Common Stock CUSIP Number: 37253A103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 6, 2023 |
Material Impairments, Costs Associated with Exit or Disposal Activities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2023 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTH |
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| November 2, 2022 |
2022 Third Quarter Results Gentherm, Inc. November 2, 2022 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, bel |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 02, 2022 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 2, 2022 |
Exhibit 99.1 Gentherm Reports 2022 Third Quarter Results Announces Record Quarterly Revenue, including Record Organic Quarterly Revenue Secured the First Combined Award for Thermal and Pneumatic Comfort Maintains Total Company 2022 Guidance NORTHVILLE, Michigan, November 2, 2022 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader of innovative thermal management and pneumatic comfor |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| August 2, 2022 |
Exhibit 99.1 Gentherm Reports 2022 Second Quarter Results and Announces New ClimateSenseTM Award Automotive Revenue Growth Outperformed Light Vehicle Production Despite Significant Supply Chain Headwinds Receives Second Production Vehicle Award for the ClimateSense? Technology Secured $600 Million in New Automotive Awards (Pro Forma) Strategic Acquisition Expands Gentherm Medical?s Access to Large |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM I |
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| August 2, 2022 |
2022 Second Quarter Results Gentherm, Inc. August 2, 2022 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, beli |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 02, 2022 GENTHERM INCORPORATED (Exact name of Registrant as Specified in Its Charter) Michigan 0-21810 95-4318554 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| June 13, 2022 |
Exhibit 10.2 SECOND AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT This SECOND AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT, dated as of June 10, 2022 (as amended, restated, amended and restated, extended, supplemented or otherwise modified from time to time, this ?Security Agreement?), is made by GENTHERM INCORPORATED, a Michigan corporation (the ?Company?) and each other party identifi |
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| June 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| June 13, 2022 |
Exhibit 10.1 CUSIP Numbers: Deal: 37253NAG0 Revolver: 37253NAH8 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 10, 2022 among GENTHERM INCORPORATED, GENTHERM (TEXAS), INC., GENTHERM LICENSING, LIMITED PARTNERSHIP, GENTHERM MEDICAL, LLC, GENTHERM GMBH, GENTHERM ENTERPRISES GMBH, and GENTHERM LICENSING GMBH, as the Borrowers, CERTAIN SUBSIDIARIES OF GENTHERM INCORPORATED, as the Desig |
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| June 6, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| May 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 000-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 21680 Haggerty Road, Northville, MI 48167 (Address of principal executive |
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| May 27, 2022 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 4, 2022 |
Exhibit 99.1 Gentherm Reports 2022 First Quarter Results Automotive Revenue in Line with Light Vehicle Production Despite Significant Supply Chain Headwind Maintains 2022 Guidance NORTHVILLE, Michigan, May 4, 2022 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management technologies, today announced its financial results for the first quarte |
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| May 4, 2022 |
Exhibit 2.1 Project Astute Share Purchase and Transfer Agreement dated 3 May 2022 Table of Contents Preamble 5 I. Interpretation; Definitions and Exhibits 6 1. Rules of Interpretation 6 2. Definitions and Exhibits 8 II. Current Status 8 3. Current Status of the Company 8 4. Financing 8 III. Sale and Transfer 10 5. Sale and Transfer of the Shares 10 6. Approvals 10 IV. Purchase Price; Payments; Pur |
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| May 4, 2022 |
Exhibit 99.3 Gentherm to Acquire Alfmeier?s Automotive Business, An Innovative Market Leader in Automotive Lumbar and Massage Comfort Solutions Creates the largest global supplier of thermal and pneumatic comfort for automotive Expands Gentherm?s value proposition beyond thermal in comfort, health, wellness and energy efficiency NORTHVILLE, Michigan, May 4, 2022 /Global Newswire/ - Gentherm (NASDA |
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| May 4, 2022 |
2022 First Quarter Results Gentherm, Inc. May 4, 2022 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, beliefs, |
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| May 2, 2022 |
May 2, 2022 Office of Manufacturing Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| May 2, 2022 |
April 21, 2022 Office of Manufacturing Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| April 21, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Ru |
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| April 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? De |
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| February 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| February 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K fixss UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2021 or ? Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . Commission file number 0-21810 GENTHERM |
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| February 17, 2022 |
Exhibit 99.1 Gentherm Reports 2021 Fourth Quarter and Full Year Results Increased Net Income 57% in Full Year 2021 Despite Continued Challenging Environment Record Annual Automotive Revenue, Adjusted EBITDA, Cash Flow from Operations and Free Cash Flow Establishes 2022 Guidance NORTHVILLE, Michigan, February 17, 2022 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader and developer |
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| February 17, 2022 |
2021 Fourth Quarter and Full Year Results Gentherm, Inc. February 17, 2022 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorpora |
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| February 17, 2022 |
List of Subsidiaries (Direct and Indirect) of the Company Exhibit 21 LIST OF SUBSIDIARIES Name Jurisdiction of Formation Gentherm Holding (Malta) Ltd. |
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| February 17, 2022 |
Offer Letter between Gentherm Incorporated and Matt Fisch dated January 29, 2020 Exhibit 10.11 gentherm January 29, 2020 ?????????? Matt Fisch Dear Matt: I am very pleased to confirm our job offer to you for the position of Senior Vice President and Chief Technical Officer with Gentherm, Inc. In this position, you will be part of Gentherm? s Executive Committee and report to Phil Eyler, President and CEO effective April 6, 2020. Your starting semi-monthly base salary will be $ |
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| February 17, 2022 |
Exhibit 24 POWER OF ATTORNEY Each of the undersigned, being a Member of the Board of Directors of Gentherm Incorporated (the "Registrant"), hereby severally constitutes and appoints Phillip Eyler, the Registrant's Chief Executive Officer, with full powers of substitution and resubstitution, his true and lawful attorney, with full powers to sign for him, in his name, in the capacity indicated herei |
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| February 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2022 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| February 10, 2022 |
THRM / Gentherm Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Gentherm Inc. Title of Class of Securities: Common Stock CUSIP Number: 37253A103 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule |
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| December 6, 2021 |
GENTHERM INC - PHILLIP EYLER FORM 144 144 1 eyler144120621.htm GENTHERM INC - PHILLIP EYLER FORM 144 UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0101 Washington, D.C. 20549 Expires: June 30, 2020 Estimated average burden hours per response 1.00 FORM 144 NOTICE OF PROPOSED SALE OF SECURITIES SEC USE ONLY PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 DOCUMENT SEQUENCE NO. CUSIP NUMBER ATTENTION |
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| October 29, 2021 |
Letter Agreement with Paul Giberson, dated as of September 22, 2021 September 22, 2021 Exhibit 10.1 Paul Giberson 143 Cady Center Northville, MI 48167 Dear Paul, On September 21, 2021, you provided notice of your resignation from all positions with Gentherm Incorporated (?Gentherm? or the ?Company?) effective October 31, 2021 (the ?Separation Date?). The purpose of this letter agreement is to serve as a summary of the terms and conditions of your Executive Relocat |
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| October 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTH |
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| October 28, 2021 |
2021 Third Quarter Results Gentherm, Inc. October 28, 2021 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, bel |
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| October 28, 2021 |
Exhibit 99.1 Gentherm Reports 2021 Third Quarter Results Automotive Revenue Continued to Significantly Outperform Light Vehicle Production Secured $260 Million in New Automotive Awards Updates 2021 Guidance NORTHVILLE, Michigan, October 28, 2021 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader of innovative thermal management technologies, today announced its financial results fo |
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| October 28, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 22, 2021 |
Exhibit 99.1 Gentherm Announces Global Sales and Strategy Leadership Changes Jaymi Wilson named Senior Vice President of Global Sales, Marketing and Corporate Communications Yijing Brentano named Senior Vice President of Strategy, Corporate Development and Investor Relations NORTHVILLE, Mich., September 22, 2021 (GLOBE NEWSWIRE) Gentherm (NASDAQ: THRM), a global market leader and developer of inno |
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| September 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission |
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| September 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission |
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| July 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM I |
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| July 30, 2021 |
Exhibit 10.1 English Translation Erste Erg?nzung zum Arbeitsvertrag First Amendment to the Employment Agreement zwischen between Gentherm Enterprises GmbH Rudolf-Diesel-Str. 12, 85235 Odelzhausen Gentherm Enterprises GmbH Rudolf-Diesel-Str. 12, 85235 Odelzhausen ?Gentherm? oder ?Gesellschaft? ?Gentherm? or ?Company? und and Thomas Stocker Kerbelweg 28, 80995 M?nchen Thomas Stocker Kerbelweg 28, 80 |
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| July 30, 2021 |
Form of Restricted Stock Award Agreement (Director) (effective as of 2021 grants) Exhibit 10.2 GENTHERM INCORPORATED 2013 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Gentherm Incorporated, a Michigan corporation (the ?Corporation?), as permitted by the Gentherm Incorporated 2013 Equity Incentive Plan, as amended (the ?Plan?), hereby grants to the individual listed below (the ?Participant?), a restricted stock award as described herein, subject to the terms and condit |
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| July 30, 2021 |
Exhibit 10.3 Gentherm incorporated SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION Non-employee directors of the Board receive a mix of cash and share-based compensation. Directors who are employees or officers of the Corporation do not receive any additional compensation for Board service. Cash compensation is paid in advance at the annual meeting of shareholders. The compensation described herein |
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| July 29, 2021 |
2021 Second Quarter Results Gentherm, Inc. July 29, 2021 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, belie |
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| July 29, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| July 29, 2021 |
Exhibit 99.1 Gentherm Reports 2021 Second Quarter Results Automotive Revenue Significantly Outperformed Light Vehicle Production Secured $400 Million in New Automotive Awards Updates 2021 Guidance NORTHVILLE, Michigan, July 29, 2021 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management technologies, today announced its financial results f |
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| May 27, 2021 |
Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD. EX-1.01 2 d65762dex101.htm EX-1.01 Exhibit 1.01 Conflict Minerals Report of Gentherm Incorporated This Conflict Minerals Report of Gentherm Incorporated (“Gentherm”, “we”, or the “Company”) covers the reporting period from January 1 to December 31, 2020. This report was prepared in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended. Business Overview Gentherm is a glo |
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| May 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 21680 Haggerty Road, Northville, MI 48167 (Address of principal executive of |
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| May 24, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| April 30, 2021 |
Quarterly Report - Q1 2021 GENTHERM FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM |
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| April 29, 2021 |
2021 First Quarter Results Gentherm, Inc. April 29, 2021 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, belie |
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| April 29, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| April 29, 2021 |
Exhibit 99.1 Gentherm Reports 2021 First Quarter Results Strong Automotive Revenue Significantly Outperformed Light Vehicle Production Secured $400 Million in New Automotive Awards Maintains 2021 Guidance NORTHVILLE, Michigan, April 29, 2021 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management technologies, today announced its financial |
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| April 7, 2021 | ||
| April 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide |
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| April 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| March 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| March 15, 2021 |
Exhibit 10.6 SECOND AMENDMENT TO EXECUTIVE RELOCATION AND EMPLOYMENT AGREEMENT This SECOND AMENDMENT TO EXECUTIVE RELOCATION AND EMPLOYMENT AGREEMENT (this ?Amendment?) is made and entered into as of March 12, 2021, by and between Paul Giberson (?Executive?) and Gentherm Incorporated (?Gentherm? or the ?Company?). Executive and Gentherm are referred to herein each as a ?Party? and, collectively, a |
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| March 15, 2021 |
Form of First Amendment to Executive Offer Letter Exhibit 10.7 FIRST AMENDMENT TO EXECUTIVE OFFER LETTER This FIRST AMENDMENT TO EXECUTIVE OFFER LETTER (this ?Amendment?) is made and entered into as of March 12, 2021, by and between (?Executive?) and Gentherm Incorporated (?Gentherm? or the ?Company?). Executive and Gentherm are referred to herein each as a ?Party? and, collectively, as the ?Parties.? RECITALS A. Executive and Gentherm executed a |
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| March 15, 2021 |
Form of Performance Stock Unit Award Agreement Exhibit 10.3 GENTHERM INCORPORATED 2013 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT PERFORMANCE-BASED GRANT Gentherm Incorporated, a Michigan corporation (the ?Corporation?), as permitted by and pursuant to the terms and conditions of the Gentherm Incorporated 2013 Equity Incentive Plan, as amended (the ?Plan?), and on behalf of the Participant?s employing legal entity, hereby gran |
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| March 15, 2021 |
Severance Pay Plan for Eligible Employees of Gentherm Incorporated Exhibit 10.4 SEVERANCE PAY PLAN FOR ELIGIBLE EMPLOYEES OF GENTHERM INCORPORATED (Effective January 29, 2021) This document serves as both the summary plan description and the plan document for the Severance Pay Plan for Eligible Employees of Gentherm Incorporated (the ?Plan?). TERMS AND CONDITIONS Introduction This document sets forth the terms and conditions of the Severance Pay Plan for Eligible |
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| March 15, 2021 |
Second Amended and Restated Gentherm Incorporated Senior Level Performance Bonus Plan Exhibit 10.1 Second Amended and Restated Gentherm Incorporated Senior Level Performance Bonus Plan (Effective as of March 12, 2021) 1. Purpose The purpose of this Second Amended and Restated Gentherm Incorporated Senior Level Performance Bonus Plan (the ?Plan?) is to attract, motivate, reward and retain eligible employees by making a portion of their cash compensation dependent on the performance |
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| March 15, 2021 |
Exhibit 10.5 SECOND AMENDMENT TO OFFER LETTER AGREEMENT This SECOND AMENDMENT TO OFFER LETTER AGREEMENT (this ?Amendment?) is made and entered into as of March 12, 2021, by and between Matteo Anversa (?Executive? or ?you?) and Gentherm Incorporated (?Gentherm? or the ?Company?). Executive and Gentherm are referred to herein each as a ?Party? and, collectively, as the ?Parties.? RECITALS A. Executi |
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| March 15, 2021 |
Exhibit 10.2 GENTHERM INCORPORATED 2013 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT TIME-BASED GRANT Gentherm Incorporated, a Michigan corporation (the ?Corporation?), as permitted by and pursuant to the terms and conditions of the Gentherm Incorporated 2013 Equity Incentive Plan, as amended (the ?Plan?), and on behalf of the Participant?s employing legal entity, hereby grants to t |
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| March 1, 2021 |
Exhibit 24 POWER OF ATTORNEY Each of the undersigned, being a Member of the Board of Directors of Gentherm Incorporated (the "Registrant"), hereby severally constitutes and appoints Phillip Eyler, the Registrant's Chief Executive Officer, with full powers of substitution and resubstitution, his true and lawful attorney, with full powers to sign for him, in his name, in the capacity indicated herei |
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| March 1, 2021 |
Exhibit 99.1 Gentherm Reports 2020 Fourth Quarter and Full Year Results Record Quarterly Revenue, Gross Margin, Operating Income and Adjusted EBITDA Increased Operating Income nearly 6% in 2020 Despite Challenging Environment Additional 2021 Guidance Established NORTHVILLE, Michigan, March 1, 2021 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader and developer of innovative therma |
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| March 1, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| March 1, 2021 |
List of Subsidiaries (Direct and Indirect) of the Company Exhibit 21 LIST OF SUBSIDIARIES Name Jurisdiction of Formation Gentherm Holding (Malta) Ltd. |
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| March 1, 2021 |
Annual Report - 2020 GENTHERM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2020 or ? Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . Commission file number 0-21810 GENTHERM INCORP |
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| March 1, 2021 |
2020 Fourth Quarter and Full Year Results Gentherm, Inc. March 1, 2021 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated' |
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| February 18, 2021 |
Exhibit 99.1 Gentherm Postpones 2020 Fourth Quarter and Full-Year Earnings Release and Conference Call Announces Fourth Quarter and Full-Year 2020 Revenue Results Achieved Record Quarterly Revenue in the Fourth Quarter 2021 Guidance Established NORTHVILLE, Michigan, February 18, 2021 /Global Newswire/ ? Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management t |
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| February 18, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Gentherm Inc. Title of Class of Securities: Common Stock CUSIP Number: 37253A103 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule |
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| January 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2021 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fil |
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| January 11, 2021 |
Gentherm Announces New Independent Director Betsy Meter appointed to Gentherm’s Board of Directors EX-99.1 Exhibit 99.1 Gentherm Announces New Independent Director Betsy Meter appointed to Gentherm’s Board of Directors NORTHVILLE, Mich. January 11, 2021 (GLOBE NEWSWIRE) – (GLOBE NEWSWIRE) Gentherm (NASDAQ: THRM), a global market leader and developer of innovative thermal management technologies, today announced that Betsy Meter has been appointed to the Company’s Board of Directors effective Ja |
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| December 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission F |
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| October 30, 2020 |
Quarterly Report - 10-Q Q3 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTH |
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| October 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 29, 2020 |
Gentherm Announces Rescheduled 2020 Third Quarter Earnings Results Call Exhibit 99.1 Gentherm Announces Rescheduled 2020 Third Quarter Earnings Results Call NORTHVILLE, Mich., October 29, 2020 (GLOBE NEWSWIRE) – Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management technologies, has rescheduled the Company’s conference call to discuss its financial results for the third quarter 2020 to 11 am (ET) on October 29, 2020. Conference |
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| October 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission Fi |
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| October 29, 2020 |
2020 Third Quarter Results Gentherm, Inc. October 29, 2020 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, bel |
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| October 29, 2020 |
Exhibit 99.1 Gentherm Reports 2020 Third Quarter Results Record Quarterly Automotive Revenue Achieved Highest Quarterly Gross Margin and Gross Margin Rate in Three Years Strong Quarterly Net Income Growth and Record Quarterly Adjusted EBITDA NORTHVILLE, Michigan, October 29, 2020 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader of innovative thermal management technologies, today |
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| October 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission |
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| October 6, 2020 |
Gentherm Incorporated Second Half 2020 Senior Level Performance Bonus Plan EX-10.1 Exhibit 10.1 Gentherm Incorporated Second Half 2020 Senior Level Performance Bonus Plan (Effective as of July 1, 2020) 1. Purpose The purpose of this Gentherm Incorporated Second Half 2020 Senior Level Performance Bonus Plan (the “Plan”) is to attract, motivate, reward and retain eligible employees by making a portion of their cash compensation dependent on (i) the performance of Gentherm |
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| August 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2020 (June 23, 2020) GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporatio |
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| August 13, 2020 |
S-8 As filed with the Securities and Exchange Commission on August 13, 2020 Registration No. |
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| August 4, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| August 4, 2020 |
Offer Letter between Gentherm Incorporated and Barb Runyon dated June 18, 2018 Exhibit 10.1 June 18, 2018 Barbara J. Runyon [**] Dear Barb: On behalf of Gentherm Incorporated, I am very excited to present to you an offer of employment for the position of Senior Vice-President and Chief Human Resources Officer. In this position you would be part of Gentherm’s Executive Committee and report directly to me. Your compensation package would be as set forth in the attached term sh |
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| August 4, 2020 |
Quarterly Report - 2020 Q2 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM I |
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| August 4, 2020 |
Exhibit 10.4 SECOND AMENDMENT TO EMPLOYMENT TERMS This SECOND AMENDMENT TO EMPLOYMENT TERMS (this “Amendment”) is made and entered into as of April 21, 2020, by and between Phillip Eyler (“Eyler” or “you”), and Gentherm Incorporated (“Gentherm” or the “Company”). Eyler and Gentherm are referred to herein each as a “Party” and, collectively, as the “Parties.” RECITALS A. Eyler and Gentherm executed |
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| August 4, 2020 |
Exhibit 10.7 GENTHERM INCORPORATED 2013 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Gentherm Incorporated, a Michigan corporation (the “Corporation”), as permitted by the Gentherm Incorporated 2013 Equity Incentive Plan, as amended (the “Plan”), hereby grants to the individual listed below (the “Participant”), a restricted stock award as described herein, subject to the terms and condit |
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| August 4, 2020 |
Exhibit 99.1 Gentherm Reports 2020 Second Quarter Results Reduced Operating Expenses by 30% from the Prior-year Period Strong Cash Flow Generation in the First Half of 2020 Despite Unprecedented Market Challenges Total Liquidity of $369 Million at Quarter End NORTHVILLE, Michigan, August 4, 2020 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader of innovative thermal management t |
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| August 4, 2020 |
Exhibit 10.2 EXECUTIVE RELOCATION AND EMPLOYMENT AGREEMENT THIS EXECUTIVE RELOCATION AND EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of the 6 day of June, 2019 (the “Effective Date”), by and between Gentherm Incorporated, a Michigan corporation (the “Company”) and Paul Giberson (“Executive”). BACKGROUND Executive currently serves as Senior Vice President — Global Sales for the Com |
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| August 4, 2020 |
Amendment No. 1 to Summary of Non-Employee Director Compensation Exhibit 10.8 Gentherm incorporated AMENDMENT NO. 1 TO SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION For the period commencing on the date of the 2020 annual meeting of shareholders and ending on the date of the 2021 annual meeting of shareholders, the non-employee directors of the Company shall receive their annual cash retainers, calculated as provided in the Summary of Non-Employee Director Comp |
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| August 4, 2020 |
Exhibit 10.5 FIRST AMENDMENT TO OFFER LETTER AGREEMENT This FIRST AMENDMENT TO OFFER LETTER AGREEMENT (this “Amendment”) is made and entered into as of April 21, 2020, by and between Matteo Anversa (“Anversa” or “you”) and Gentherm Incorporated (“Gentherm” or the “Company”). Anversa and Gentherm are referred to herein each as a “Party” and, collectively, as the “Parties.” RECITALS A. Anversa and G |
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| August 4, 2020 |
Exhibit 10.3 FIRST AMENDMENT TO EXECUTIVE RELOCATION AND EMPLOYMENT AGREEMENT This FIRST AMENDMENT TO EXECUTIVE RELOCATION AND EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of April 21, 2020, by and between Paul Giberson (“Giberson” or “Executive”) and Gentherm Incorporated (“Gentherm” or the “Company”). Giberson and Gentherm are referred to herein each as a “Party” and, coll |
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| August 4, 2020 |
2020 Second Quarter Results Gentherm, Inc. August 4, 2020 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, beli |
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| July 31, 2020 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 21680 Haggerty Road, Northville, MI 48167 (Address of principal executive |
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| July 31, 2020 |
Conflict Minerals Report of Gentherm Incorporated EX-1.01 Exhibit 1.01 Conflict Minerals Report of Gentherm Incorporated This Conflict Minerals Report of Gentherm Incorporated (“Gentherm”, “we”, or the “Company”) covers the reporting period from January 1 to December 31, 2019. This report was prepared in accordance with Rule 13p-1 under the Securities Exchange Act of 1934, as amended. Business Overview The Company is a global developer and market |
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| June 25, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| June 25, 2020 |
EX-99 Exhibit 99 Gentherm Announces New Independent Director David Heinzmann appointed to Gentherm’s Board of Directors NORTHVILLE, Mich. |
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| June 22, 2020 |
Gentherm Names Jennifer Zoldos as Chief Accounting Officer EX-99.1 Exhibit 99.1 Gentherm Names Jennifer Zoldos as Chief Accounting Officer NORTHVILLE, Mich., June 22, 2020 (GLOBE NEWSWIRE) – Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management technologies, today announced that Jennifer Zoldos will join the Company as its Chief Accounting Officer, effective June 22, 2020. In this position, Zoldos will lead and dire |
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| June 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| May 26, 2020 |
EX-10.1 Exhibit 10.1 Second Amendment to GENTHERM INCORPORATED 2013 EQUITY INCENTIVE PLAN The Gentherm Incorporated 2013 Equity Incentive Plan (as amended, the “Plan”) is amended by this Second Amendment (this “Second Amendment”) in the following respects, effective from and after the date this Second Amendment is approved by the shareholders of Gentherm Incorporated, in accordance with Sections 2 |
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| May 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File N |
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| May 7, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 7, 2020 |
Quarterly Report - Q1 2020 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 0-21810 GENTHERM |
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| May 7, 2020 |
Exhibit 99.1 Gentherm Reports 2020 First Quarter Results Significantly Improved Net Cash from Operating Activities Strong Total Liquidity of $450 Million at Quarter End Maintained Gross Margin Rate at Similar Levels Despite Market Challenges NORTHVILLE, Michigan, May 7, 2020 /Global Newswire/ - Gentherm (NASDAQ:THRM), the global market leader and developer of innovative thermal management technolo |
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| May 7, 2020 |
Exhibit 10.1 GENTHERM INCORPORATED 2013 Equity Incentive Plan Restricted Stock UNIT Award Agreement PERFORMANCE-BASED GRANT Gentherm Incorporated, a Michigan corporation (the “Corporation”), as permitted by the Gentherm Incorporated 2013 Equity Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”), a restricted stock unit (“RSU”) award as described herein, s |
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| May 7, 2020 |
2020 First Quarter Results Gentherm, Inc. May 7, 2020 Exhibit 99.2 Forward-Looking Statement Except for historical information contained herein, statements in this presentation are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Gentherm Incorporated's goals, beliefs, |
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| May 7, 2020 |
Exhibit 10.2 GENTHERM INCORPORATED 2013 Equity Incentive Plan Restricted Stock UNIT Award Agreement TIME-BASED GRANT Gentherm Incorporated, a Michigan corporation (the “Corporation”), as permitted by the Gentherm Incorporated 2013 Equity Incentive Plan (the “Plan”), hereby grants to the individual listed below (the “Participant”), a restricted stock unit (“RSU”) award as described herein, subject |
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| May 5, 2020 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ |
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| April 21, 2020 |
THRM / Gentherm Inc. DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| April 21, 2020 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| April 8, 2020 |
Gentherm Announces Planned Retirement of Director Maurice E.P. EX-99 Exhibit 99 Gentherm Announces Planned Retirement of Director Maurice E.P. Gunderson NORTHVILLE, Mich., April 8, 2020 (GLOBE NEWSWIRE) – Gentherm (NASDAQ:THRM), the global market leader and developer of innovative thermal management technologies, today announced that Board of Directors member, Maurice E.P. Gunderson, has informed the Company’s Board of Directors of his intention to retire at |
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| April 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| March 26, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2020 GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorporation) (Commission File |
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| March 26, 2020 |
Exhibit 99 Gentherm Provides Update Related to COVID-19 Secures Additional $169 million from Revolving Credit Facility Withdrawing 2020 Guidance NORTHVILLE, Michigan, March 25, 2020 /Global Newswire/ - Gentherm (NASDAQ:THRM), a global market leader and developer of innovative thermal management technologies, today provided an update on its business and financial position in light of the impact of the COVID-19 pandemic on the global economy. |
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| February 26, 2020 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2020 (January 27, 2020) GENTHERM INCORPORATED (Exact name of registrant as specified in its charter) Michigan 0-21810 95-4318554 (State or other jurisdiction of incorpo |
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| February 26, 2020 |
Letter from Grant Thornton LLP EX-16 February 26, 2020 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, DC 20549 Re: Gentherm Incorporated File No. 0-21810 Dear Sir or Madam: We have read Item 4.01 of Form 8-K/A of Gentherm Incorporated dated February 26, 2020, and agree with the statements concerning our Firm contained therein. Very truly yours, /s/ GRANT THORNTON LLP |
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| February 20, 2020 |
Exhibit 4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The common stock, without par value (the “common stock”), of Gentherm Incorporated (“Gentherm”, “the Company”, “we”, “our” and “us”) is the only class of securities of Gentherm registered under Section 12 of the Securities Exchange Act of 1934, as amended. |
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| February 20, 2020 |
EXECUTION VERSION Exhibit 10.6.3 FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of October 7, 2019 but effective as of October 1, 2019 (the “First Amendment Effective Date”), is entered into by and among Gentherm Incorporated, a Michigan corporation (the “Company”), Gentherm (Texas), Inc., a Texas |
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| February 20, 2020 |
Offer Letter between Gentherm Incorporated and Yijing Brentano, effective February 23, 2018 Exhibit 10.12 February 16, 2018 Dear Yijing, On behalf of Gentherm Incorporated, I am pleased to present an offer of employment to you for the position of Senior Vice President, Investor Relations and Corporate Communications reporting to Phil Eyler, CEO / President. The position is located at our Northville, Michigan office. Your compensation package will include terms according to the attached c |
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| February 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2019 or ☐ Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to . Commission file number 0-21810 GENTHERM INCORP |
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| February 20, 2020 |
Offer Letter between Gentherm Incorporated and Hui (Helen) Xu, effective November 4, 2019 Exhibit 10.11 August 5, 2019 Helen Xu [email protected] Dear Helen: On behalf of Gentherm Incorporated, I am very excited to present to you an offer of employment for the position of Senior Vice President and General Manager, Managing Director China, Head of Global Electronics. You will be a member of Gentherm’s Executive Committee and report to Gentherm’s Chief Executive Officer. Your compens |
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| February 20, 2020 |
List of Subsidiaries (Direct and Indirect) of the Company Exhibit 21 LIST OF SUBSIDIARIES Name Jurisdiction of Formation Gentherm Holding (Malta) Ltd. |
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| February 20, 2020 |
Exhibit 24 POWER OF ATTORNEY Each of the undersigned, being a Member of the Board of Directors of Gentherm Incorporated (the "Registrant"), hereby severally constitutes and appoints Phillip Eyler, the Registrant's Chief Executive Officer, with full powers of substitution and resubstitution, his true and lawful attorney, with full powers to sign for him, in his name, in the capacity indicated herei |
