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United States securities and exchange commission logo
November 30, 2023
John Hanson
Chief Financial Officer
Turtle Beach Corp
44 South Broadway
4th Floor
White Plains, NY 10601
Re: Turtle Beach Corp
Form 10-K for
Fiscal Year Ended December 31, 2022
Response Dated
October 6, 2023
File No. 001-35465
Dear John Hanson:
We have reviewed your October 6, 2023 response to our comment
letter and have the
following comment.
Please respond to this letter within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe a
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your response to this letter, we may have
additional comments. Unless
we note otherwise, any references to prior comments are to comments in
our September 20,
2023 letter.
Form 10-K for Fiscal Year Ended December 31, 2022
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Key Performance Indicators and Non-GAAP Measures, page 27
1. We have reviewed your
response to prior comments 1 and 2. Based on your responses,
the adjustments to your
non-GAAP financial measures for employee and executive
retention costs and for
inventory and component related reserves appear to be normal
operating expenses
necessary to operate your business. As such, these adjustments are
inconsistent with
Question 100.01 of the Non-GAAP Financial Measures Compliance
& Disclosure
Interpretations. Please revise your non-GAAP measures in future filings to
remove these
adjustments.
John Hanson
FirstName LastNameJohn Hanson
Turtle Beach Corp
Comapany 30,
November NameTurtle
2023 Beach Corp
November
Page 2 30, 2023 Page 2
FirstName LastName
Please contact Mindy Hooker at 202-551-3732 or Martin James at
202-551-3671 if you
have questions regarding comments on the financial statements and related
matters.
Sincerely,
Division of Corporation
Finance
Office of Manufacturing