Item 5. Other Information
ITEM 5. OTHER INFORMATION
Trading Plans – Directors and Section 16 Officers
During the three months ended September 30, 2023 , none of the Company's directors or Section 16 officers adopted or terminated (i) any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or (ii) any n on-Rule 10b5-1 trading arrangement.
41
ITEM 6. EXHIBI TS
Exhibits to this Report are as follows:
Incorporated by Reference
Exhibit
Number
Exhibit Description
Filed
/Furnished
Herewith
Form
Period
Ending
Exhibit /
Appendix Number
Filing Date
3.1
Second Amended and Restated Articles of Incorporation of Gentherm Incorporated
8-K
3.2
3/5/18
3.2
Amended and Restated Bylaws of Gentherm Incorporated
8-K
3.1
5/26/16
10.1*
Amendment to Offer Letter between Gentherm Incorporated and Helen Xu, dated as of August 21, 2023
X
31.1
Section 302 Certification – CEO
X
31.2
Section 302 Certification – CFO
X
32.1**
Section 906 Certification – CEO
X
32.2**
Section 906 Certification – CFO
X
101.INS
Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
X
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
X
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
X
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
X
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
X
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
X
104
Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101)
X
* Indicates management contract or compensatory plan.
** Documents are furnished not filed.
42
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 thereunto duly authorized.
Gentherm Incorporated
/s/ P HILLIP E YLER
Phillip Eyler
President and Chief Executive Officer
(Principal Executive Officer)
Date: October 26, 2023
/s/ M ATTEO A NVERSA
Matteo Anversa
Executive Vice President, Chief Financial Officer and Treasurer
(Principal Financial Officer)
Date: October 26, 2023
43
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.