SEC FORM 3

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

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1. Name and Address of Reporting Person^*

Gaul Ryan Wesley

(Last)

(First)

(Middle)

21680 HAGGERTY ROAD

(Street)

NORTHVILLE

48167

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/04/2016

3. Issuer Name and Ticker or Trading Symbol
GENTHERM Inc [ THRM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP Business Development

5. 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 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)
Restricted Stock	10,000⁽¹⁾	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Appreciation Right	07/02/2016⁽²⁾	07/02/2020	Common Stock	10,000	$19.1	D
Stock Appreciation Right	02/19/2016⁽³⁾	02/19/2021	Common Stock	15,000	$26.17	D
Option to Purchase Common Stock	11/18/2016⁽⁴⁾	11/18/2021	Common Stock	30,000	$40.52	D
Option to Purchase Common Stock	02/18/2016⁽⁵⁾	02/18/2022	Common Stock	30,000	$41.69	D

Explanation of Responses:

1. The shares represent Restricted Common Stock issued under the 2013 Equity Incentive Plan that have been granted to the Reporting Person. The shares vest in three portions; 3,334 on February 18,2016, 3,333 on February 18, 2017 and 3,333 on February 18, 2018.

2. Stock Appreciation Rights become exercisable for cash only in two installments; 5,000, on July 2, 2016 and 5,000, on July 2, 2017.

3. Stock Appreciation Rights become exercisable for cash only in three installments; 5,000 on February 19, 2016, 5,000 on February 19, 2017, and 5,000 on February 19, 2018.

4. Purchase option shares become exercisable in three installments; 10,000 shares on November 18, 2016, 10,000 shares on November 18, 2017 and 10,000 shares on November 18, 2018.

5. Purchase option shares become exercisable in four installments; 7,500 shares on February 18, 2016, 7,500 shares on February 18, 2017, 7,500 shares on February 18, 2018 and 7,500 shares on February 18, 2019.

Remarks:

	/s/ Ryan W. Gaul	01/04/2016
	** 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.