SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* DC VGA LLC (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/13/2024	3. Issuer Name and Ticker or Trading Symbol Turtle Beach Corp [ HEAR ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,450,000	D(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* DC VGA LLC (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)

1. Name and Address of Reporting Person* Diversis Capital Partners I, L.P. (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)

1. Name and Address of Reporting Person* Diversis Capital Partners GP I, L.P. (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)

1. Name and Address of Reporting Person* Diversis Capital Partners GP I, LLC (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)

1. Name and Address of Reporting Person* MA KEVIN (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)

1. Name and Address of Reporting Person* NAYOT RON (Last) (First) (Middle) 2000 AVENUE OF THE STARS, SUITE 1050S (Street) LOS ANGELES CA 90067 (City) (State) (Zip)

Explanation of Responses:

1. These securities are held by DC VGA LLC (f/k/a PDP Holdings, LLC), a Delaware limited liability company. Diversis Capital Partners I, L.P. owns approximately 95% of the membership interests in DC VGA LLC. Diversis Capital Partners GP I, L.P. is the general partner of Diversis Capital Partners I, L.P. and Diversis Capital Partners GP I, LLC is the general partner of Diversis Capital Partners I, L.P. Messrs. Kevin Ma and Ron Nayot are the only directors and Managing Members of Diversis Capital Partners GP I, LLC and own approximately 50.00% and 50.00% of the membership interests of Diversis Capital Partners GP I, LLC, respectively.

Remarks:

The filing of this statement shall not be deemed an admission that any reporting person is the beneficial owner of any securities not held directly for his or its account for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. Each reporting person disclaims beneficial ownership over the securities except to the extend of their pecuniary interest.

	DC VGA LLC, By: /s/ Kevin Ma, Name: Kevin Ma, Title: President	03/25/2024
	Diversis Capital Partners I, L.P., By: Diversis Capital Partners GP I, L.P., its general partner, By: Diversis Capital Partners GP I, LLC, its general partner, By: /s/ Kevin Ma, Name: Kevin Ma, Title: Managing Member	03/25/2024
	Diversis Capital Partners GP I, L.P., By: Diversis Capital Partners GP I, LLC, its general partner, By: /s/ Kevin Ma, Name: Kevin Ma, Title: Managing Member	03/25/2024
	Diversis Capital Partners GP I, LLC, By: /s/ Kevin Ma, Name: Kevin Ma, Title: Managing Member	03/25/2024
	By: /s/ Kevin Ma, Name: Kevin Ma	03/25/2024
	By: /s/ Ron Nayot, Name: Ron Nayot	03/25/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.