Turtle Beach Corp Commitments Disclosure
Note 12. Commitments and Contingencies
Litigation
The Company is subject to various legal proceedings and claims that arise in the ordinary course of its business. Although the amount of any liability that could arise with respect to these actions cannot be determined with certainty, in the Company’s opinion, any such liability will not have a material adverse effect on its consolidated financial position, consolidated results of operations or liquidity.
Intellectual Property Dispute: On May 28, 2025, PDP filed an action for declaratory judgment of non-infringement of four patents purportedly owned by OKYN Holdings, Inc., d/b/a Nyko Technologies (“Nyko”) in the United States District Court for the Southern District of California. Nyko had written to PDP on October 31, 2024 asserting that PDP’s Ultra Slim Charge System for PlayStation 4 (“Ultra Slim”) infringed those patents. Nyko has responded to PDP’s complaint and filed counterclaims for patent infringement by the Ultra Slim. On June 12, 2025, Nyko filed a lawsuit in the Southern District of California asserting that PDP and Turtle Beach Corporation infringed the same four patents at issue in the declaratory judgment action filed by PDP. On July 8, 2025, PDP and Turtle Beach moved to dismiss Nyko’s complaint and that motion is pending. On September 30, 2025, PDP moved for judgment on the pleadings on multiple aspects of Nyko’s counterclaims and that motion is pending.
Intellectual Property Dispute: On October 3, 2025, Robert Lyden, an individual, filed a patent infringement lawsuit against PDP, VTB, and Turtle Beach Corporation ("TBC”) in the United States District Court for the District of Minnesota, asserting infringement of one patent by the Victrix Pro BFG Wireless Controller and Victrix Gambit Wireless Controller. On December 16, 2025, VTB and TBC moved to dismiss the complaint for improper venue and that motion is pending.
The Company will continue to vigorously defend itself in the foregoing unresolved matters. However, litigation and investigations are inherently uncertain. Accordingly, the Company cannot predict the outcome of these matters. The Company has not recorded any accrual at December 31, 2025 for contingent losses associated with these matters unless otherwise disclosed above based on its belief that losses, while possible, are not probable. Further, any possible range of loss cannot be reasonably estimated at this time. The unfavorable resolution of these matters could have a material adverse effect on the Company’s business, results of operations, financial condition, or cash flows. The Company is engaged in other legal actions, not described above, arising in the ordinary course of its business and, while there can be no assurance, believes that the ultimate outcome of these other legal actions will not have a material adverse effect on its business, results of operations, financial condition, or cash flows.
Warranties
The Company warrants products against certain manufacturing and other defects. These product warranties are provided for specific periods of time depending on the nature of the product. Warranties are generally fulfilled by replacing defective products with new products. The following table provides the changes in our product warranties, which are included in other current liabilities (in thousands):
|
|
Year ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
|
|
|
|
|||||||||
Warranty, beginning of period |
|
$ |
815 |
|
|
$ |
670 |
|
|
$ |
618 |
|
Warranty costs accrued |
|
|
350 |
|
|
|
959 |
|
|
|
721 |
|
Settlements of warranty claims |
|
|
(583 |
) |
|
|
(814 |
) |
|
|
(669 |
) |
Warranty, end of period |
|
$ |
582 |
|
|
$ |
815 |
|
|
$ |
670 |
|
Operating Leases – Right of Use Assets
The components of the right-of-use assets and lease liabilities were as follows (in thousands):
|
|
Balance Sheet Classification |
|
December 31, 2025 |
|
|
|
|
|
|
|
|
|
|
Other assets |
|
$ |
5,842 |
|
|
|
|
|
|
|
|
|
|
Other current liabilities |
|
$ |
1,893 |
|
|
|
Other liabilities |
|
|
5,236 |
|
|
Total lease liability obligations |
|
|
|
$ |
7,129 |
|
Weighted average lease terms and discount rates were as follows:
|
|
Year Ended |
|
|||||
|
|
December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
|
|
|
|
|
|
|
||
Weighted average remaining lease terms (in years) |
|
|
4.1 |
|
|
|
5.0 |
|
Weighted average discount rate |
|
|
8.5 |
% |
|
|
8.6 |
% |
During the year ended December 31, 2025, the Company recognized approximately $2.8 million of lease costs in operating expenses and approximately $2.4 million of operating outflows from operating leases. During the year ended December 31, 2024 and 2023, the Company recognized approximately $1.6 million and $1.5 million of lease costs in operating expenses, respectively. The total operating outflows from operating leases was approximately $2.1 million and $1.3 million for years ended December 31, 2024 and 2023, respectively.
The following table summarizes the maturity of operating lease liabilities as of December 31, 2025 (in thousands):
|
|
|
|
|
2026 |
|
$ |
2,319 |
|
2027 |
|
|
2,299 |
|
2028 |
|
|
1,296 |
|
2029 |
|
|
800 |
|
2030 |
|
|
685 |
|
Thereafter |
|
|
556 |
|
Total future lease payments |
|
|
7,955 |
|
Less: Imputed interest |
|
|
(826 |
) |
Total operating lease liabilities |
|
$ |
7,129 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 12, 2026 | Showing above |
| 2024 | Mar 17, 2025 | |
| 2023 | Mar 13, 2024 | |
| 2022 | Mar 29, 2023 | |
| 2021 | Mar 2, 2022 | |
| 2020 | Mar 4, 2021 | |
| 2019 | Mar 13, 2020 | |
| 2018 | Mar 18, 2019 | |
| 2017 | Mar 7, 2018 | |
| 2016 | Mar 8, 2017 | |
| 2015 | Mar 30, 2016 | |
About Commitments Disclosures
Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.
Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.