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SCHEDULE 13D 0002037231 XXXXXXXX LIVE Common Stock, par value $0.01 per share 03/27/2025 false 0000101984 913483103 UNIVERSAL ELECTRONICS INC 15147 N SCOTTSDALE RD SUITE H300 SCOTTSDALE AZ 85254 BENJAMIN NATTER 415-237-0007 KENT LAKE PR LLC, Carr. 115 km 12.1 Ave. Albizu Campos #2490 Suite 28 Rincon PR 00677 SEBASTIAN ALSHEIMER, ESQ. (212) 999-5800 WILSON SONSINI GOODRICH & ROSATI 1301 Avenue of the Americas New York NY 10019 Y Kent Lake Partners LP WC N DE 0.00 1075628.00 0.00 1075628.00 1075628.00 N 8.20 PN 0002037231 N Kent Lake PR LLC AF N PR 0.00 1075628.00 0.00 1075628.00 1075628.00 N 8.20 IA HC Y Benjamin Natter AF N X1 0.00 1075628.00 0.00 1075628.00 1075628.00 N 8.20 IN HC Common Stock, par value $0.01 per share UNIVERSAL ELECTRONICS INC 15147 N SCOTTSDALE RD SUITE H300 SCOTTSDALE AZ 85254 This statement is filed by the following (collectively, the "Reporting Persons"): (i) Kent Lake Partners LP, a Delaware limited partnership ("Kent Lake Partners"), with respect to the shares of Common Stock, par value $0.01 per share (the "Shares"), of Universal Electronics Inc. (the "Issuer"), directly and beneficially owned by it; (ii) Kent Lake PR LLC, a Puerto Rico limited liability company ("Kent Lake PR"), as the general partner of Kent Lake Partners; and (iii) Benjamin Natter, as the Managing Member of Kent Lake PR. The principal business address of each of the Reporting Persons is Carr. 115 km 12.1 Ave. Albizu Campos #2490 Suite 28, Rincon, Puerto Rico 00677. The principal business of Kent Lake Partners is investing in securities. The principal business of Kent Lake PR is serving as an investment adviser and as the general partner to Kent Lake Partners. The principal occupation of Mr. Natter is serving as the Managing Member of Kent Lake PR. During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such entity or person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Natter is a citizen of the United States. The securities purchased by Kent Lake Partners, were purchased with working capital in open market purchases as set forth in Exhibit 1, which is incorporated by reference herein. The aggregate purchase price of the 1,075,628 Shares directly owned by Kent Lake Partners is approximately $10,883,782, including brokerage commissions. The Reporting Persons purchased the Shares based on the Reporting Persons' belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. No Reporting Person has any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer's financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, engaging in communications with management and the Board of Directors of the Issuer, engaging in discussions with stockholders of the Issuer or other third parties about the Issuer and the Reporting Persons' investment, including potential business combinations or dispositions involving the Issuer or certain of its businesses, making recommendations or proposals to the Issuer concerning changes to the capitalization, ownership structure, board structure (including board composition), potential business combinations or dispositions involving the Issuer or certain of its businesses, or suggestions for improving the Issuer's financial and/or operational performance, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares, including swaps and other derivative instruments, or changing their intention with respect to any and all matters referred to in Item 4. As of the date hereof, the Reporting Persons beneficially own 1,075,628 shares in the aggregate, representing approximately 8.20% of the outstanding Shares. The aggregate percentage of Shares reported owned by the Reporting Persons herein is based upon approximately 13,111,653 outstanding, as of March 7, 2025, which is the total number of shares outstanding as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 11, 2025. The Reporting Persons have sole voting power and sole investment power with respect to the Shares beneficially owned by the Reporting Persons. During the past 60 days, none of the Reporting Persons has effected any transaction in the Shares, except as set forth in Exhibit 1, which is incorporated herein by reference. No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. Not applicable. On March 27, 2025, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 2 and is incorporated herein by reference. Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer. Exhibit 1: Transactions in the Shares. Exhibit 2: Joint Filing Agreement, dated March 27, 2025. Kent Lake Partners LP /s/ Benjamin Natter Managing Member 03/27/2025 Kent Lake PR LLC /s/ Benjamin Natter Managing Member 03/27/2025 Benjamin Natter /s/ Benjamin Natter Benjamin Natter 03/27/2025