SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Hanson John T (Last) (First) (Middle) C/O TURTLE BEACH CORPORATION 100 SUMMIT LAKE DRIVE, SUITE 100 (Street) VALHALLA NY 10595 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Turtle Beach Corp [ HEAR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CFO, Treasurer and Secretary
	3. Date of Earliest Transaction (Month/Day/Year) 05/20/2015
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$15.63	05/20/2015		D			291,977	(1)	01/30/2024	Common Stock	291,977	(2)	0	D
Stock Option (Right to Buy)	$1.93	05/20/2015		A		66,358		(3)	01/30/2024	Common Stock	66,358	(2)	66,358	D
Stock Option (Right to Buy)	$1.81	05/29/2015		A		120,000		(4)	05/29/2025	Common Stock	120,000	$0	120,000	D

Explanation of Responses:

1. 25% of the underlying shares vested on September 23, 2014, with the remainder scheduled to vest in equal monthly installments thereafter until September 23, 2017.

2. On May 20, 2015, the issuer cancelled, pursuant to the issuer's option exchange program, an option for 291,977 shares of HEAR common stock previously granted to the reporting person. In exchange, the reporting person received a replacement option grant for 66,358 shares with an exercise price of $1.93 per share.

3. 26,267 of the underlying shares were vested as of the grant date, and 1/35th of the remaining underlying shares will vest on the 23rd day of each month after the grant date until the option is fully vested.

4. 25% of the underlying shares will vest on the first anniversary of the grant date, with the remainder scheduled to vest in equal monthly installments thereafter until the fourth anniversary of the grant date.

	/s/ John T. Hanson	06/12/2015
	** 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 4 (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).
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