SEC FORM 4

SEC FORM 4SEC 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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lee David Sung

(Last)

(First)

(Middle)

2929 CALIFORNIA STREET

(Street)

TORRANCE

CALIFORNIA

90503

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MOTORCAR PARTS OF AMERICA INC [ MPAA ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/20/2026		M		10,904	A⁽¹⁾	$0.00	78,442	D
Common Stock	06/21/2026		M		5,577	A⁽¹⁾	$0.00	84,019	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0.00	06/20/2026		M			10,904	⁽²⁾	12/31/2028	Common Stock	10,904	$0.00	21,808	D
Restricted Stock Units	$0.00	06/21/2026		M			5,577	⁽²⁾	12/31/2027	Common Stock	5,577	$0.00	5,576	D
Performance-Vesting Restricted Stock Units	$0.00	06/19/2026		A		28,366		⁽³⁾	06/19/2029	Common Stock	28,366	$0.00	28,366	D
Restricted Stock Units	$0.00	06/19/2026		A		28,366		⁽²⁾	06/19/2029	Common Stock	28,366	$0.00	28,366	D

Explanation of Responses:

1. Shares earned upon vesting of RSUs

2. Vesting 1/3 each year for 3 years from grant date of June 19, 2026.

3. One-half of these PSUs will vest if the Company achieves a total shareholder return relative to the Russell 3000 (excluding real estate and financial institutions and companies with a market capitalization of more than $600 million) measured on 19-Jun-2029. Another one-sixth of these PSUs will vest if the Company achieves a 30 trading-day trailing average market closing price ('PPS') of at least $16 during the three-year period ending on the earlier of 19-Jun-2029 and the date of consummation of a change in control (the 'Period'); another one-sixth of these PSUs will vest if the Company achieves a PPS during the Period of at least $18 during the Period; and the remaining one-sixth of these PSUs will vest if the PPS is equal to or greater than $19 as follows: 50% if the PPS equals $19, 100% if the PPS equals $20 and 150% if the PPS equals or exceeds $22 (if the PPS falls between these levels the vesting percentage will be determined using interpolation).

Remarks:

	/s/ David Lee	06/23/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

CFO Lee David Sung converted options into 16,481 shares, increasing direct ownership by 24% to 84,019 units (SEC Form 4)