SRI 8-K
Stoneridge Inc (SRI)
8-K
2026-03-23
For: 2026-03-17
View Original
Added on
April 09, 2026
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 17, 2026
(Exact Name of Registrant as Specified in its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of Principal Executive Offices, and Zip Code)
(248 ) 489-9300
Registrant’s Telephone Number, Including Area Code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | ||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed on the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on January 27, 2026, Matt Horvath will resign from his position as Chief Financial Officer and Treasurer of Stoneridge, Inc. (the "Company"), effective March 31, 2026.
On March 17, 2026, the Board of Directors (the "Board") of the Company elected Robert J. Hartman, Jr., to serve as the Company's Interim Chief Financial Officer and Treasurer, effective upon Mr. Horvath's resignation on March 31, 2026. Mr. Hartman will serve as Interim Chief Financial Officer and Treasurer until his successor is elected and qualified, or until his earlier resignation or removal, while the Company conducts an executive search for a permanent Chief Financial Officer. Mr. Hartman will continue to serve as the Company’s Chief Accounting Officer.
Mr. Hartman, 59, has served in various leadership roles within the Company's accounting, finance, and internal audit functions over the course of more than 27 years at Stoneridge.
Other than as described below, there are no arrangements or understandings between Mr. Hartman and any other person pursuant to which he was appointed as Interim Chief Financial Officer and Treasurer. There are no family relationships between Mr. Hartman and any director or executive officer of the Company, and Mr. Hartman has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with his appointment as Interim Chief Financial Officer and Treasurer, Mr. Hartman received (i) a $50,000 recognition bonus payable in cash the earlier of (a) July 31, 2026, or (b) the date the Company employs a permanent Chief Financial Officer and Treasurer, (ii) a retention bonus in the amount of $118,646 payable in cash if Mr. Hartman continues employment with the Company until January 30, 2027, and (iii) a grant as part of the regular annual grants to executive officers under the Company’s Long-Term Incentive Plan of 30,000 share units in addition to his normal annual grant award which are payable on a one-for-one basis in Company common shares, vesting ratably in equal annual installments of one-third (1/3) on each of the anniversary of the grant date in March 2027, March 2028, and March 2029, subject to Mr. Hartman’s continued employment on each applicable vesting date. The foregoing description of Mr. Hartman’s compensation related to his appointment, effective April 1, 2026, as Interim Chief Financial Officer and Treasurer, does not purport to be complete and is qualified in its entirety by reference to the Recognition and Retention Bonuses letter, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | ||||
| 10.1 | |||||
| 104 | Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document) | ||||
* Indicates a management contract or compensatory plan or arrangement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Stoneridge, Inc. | |||||
| Date: March 23, 2026 | /s/ Matthew R. Horvath | ||||
Matthew R. Horvath Chief Financial Officer and Treasurer (Principal Financial Officer) | |||||
Exhibit 10.1
To: Robert Hartman, Chief Accounting Officer
From: Jim Zizelman, President & Chief Executive Officer
Date: March 17, 2026
Re: Recognition and Retention Bonuses
Dear Bob,
As you are aware, Stoneridge, Inc. (the “Company”) divested its Control Devices Division on January 30, 2026. In addition, the Company has asked you to support in the important Chief Financial Officer (“CFO”) transition, including performing work as an Interim CFO. Because stability and an effective transition is critical to the success of the Company, and because you have demonstrated your position as a key leader, the Company is offering you a Recognition Bonus (“Recognition Bonus”) and a Retention Bonus (“Retention Bonus”) to help the Company accomplish its goals.
Eligibility & Guidelines:
To receive payment of the Recognition Bonus, you must continue to support the CFO transition, including acting as Interim CFO for such time as required to successfully transition to a permanent CFO, for six (6) months (until July 31, 2026), or for a reasonable time to transition work to a permanent CFO, whichever is earlier (“Recognition Eligibility Date”). If you voluntarily terminate or are terminated for cause prior to the Recognition Eligibility Date, you are not eligible for any portion of the Recognition Bonus.
You will be eligible to receive a Recognition Bonus of Fifty Thousand dollars ($50,000) in a lump sum payment, subject to applicable taxes, as soon as is practicable after the Recognition Eligibility Date, per the terms noted above.
To receive payment of the Retention Bonus, you must remain employed with strong performance for twelve (12) months, until January 30, 2027 (“Retention Eligibility Date”). If you voluntarily terminate or are terminated for cause prior to the Retention Eligibility Date, you are not eligible for any portion of the Retention Bonus.
You will be eligible to receive a Retention Bonus of One Hundred Eighteen Thousand Six Hundred Forty-Six dollars ($118,646) in a lump sum payment, subject to applicable taxes, as soon as is practicable after the Retention Eligibility Date, per the terms noted above.
Please note that your employment remains “at-will” with no obligation on either you or the Company to continue the employment relationship for a determined length of time.
Your signature indicates understanding of the Recognition Bonus and Retention Bonus offer:
/s /Robert J. Hartman Jr. March 20, 2026
Robert Hartman Date