FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Stark Juergen M.   2. Issuer Name and Ticker or Trading Symbol Turtle Beach Corp [HEAR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer & Pres (Last) (First) (Middle) C/O TURTLE BEACH CORPORATION, 100 SUMMIT LAKE DRIVE, SUITE 100 3. Date of Earliest Transaction (Month/Day/Year) 05/20/2015 (Street) VALHALLA, NY 10595 4. If Amendment, Date 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 (City) (State) (Zip) 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

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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 Underlying Securities (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 of Derivative Security: 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)

$ 5.59

05/20/2015

D

2,422,740

(1)

09/03/2022

Common Stock

2,422,740

(2)

0

D

Stock Option (Right to Buy)

$ 1.93

05/20/2015

A

1,863,646

(3)

09/03/2022

Common Stock

1,863,646

(2)

1,863,646

D

Stock Option (Right to Buy)

$ 1.81

05/29/2015

A

280,000

(4)

05/29/2025

Common Stock

280,000

$ 0

280,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Stark Juergen M. C/O TURTLE BEACH CORPORATION 100 SUMMIT LAKE DRIVE, SUITE 100 VALHALLA, NY 10595	X		Chief Executive Officer & Pres

Signatures

/s/ John T. Hanson, attorney-in-fact for Juergen Stark		06/12/2015
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	25% of the underlying shares vested on the first anniversary of the original grant date, with the remainder scheduled to vest in equal monthly installments on the first day of each month until the fourth anniversary of the original grant date.
(2)	On May 20, 2015, the issuer cancelled, pursuant to the issuer's option exchange program, an option for 2,422,740 shares of HEAR common stock previously granted to the reporting person. In exchange, the reporting person received a replacement option grant for 1,863,646 shares with an exercise price of $1.93 per share.
(3)	1,242,431 of the underlying shares were vested as of the grant date, and 1/22nd of the remaining underlying shares will vest on the 1st 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.

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