Corporate Governance

Corporate Governance

DOCUMENTS AND CHARTERS

Officers Code of Conduct
Audit Committee Charter

Board of Directors

John J. Shalam
Chairman of the Board
John J. Shalam founded Audiovox Corporation in 1965, the predecessor of VOXX International Corporation. He served as President, Chief Executive Officer and as a Director since the Company was founded through 2005 and since then, has served as Chairman of the Board. Mr. Shalam currently serves on the Board of Industry Leaders and is Chairman of the Consumer Technology Association’s (CTA) Investment Committee as well as Chairman Emeritus of CTA’s Charitable Foundation. In 2009, Mr. Shalam was inducted into the CTA Hall of Fame and in 2018, he was inducted into the Dealerscope Hall of Fame. Mr. Shalam is active on numerous boards and with organizations including the Wharton Alumni Club of New York, Ben Franklin Society, and the University of Pennsylvania, La Chaine Des Rotisseurs (NY Chapter), among others. Additionally, he is a former member of the JPMorgan/Chase Bank Metropolitan Advisory Board. Mr. Shalam received his BS in economics from the Wharton School of the University of Pennsylvania.
JOHN J. SHALAM
John J. Shalam
Chairman of the Board
Patrick M. Lavelle
President and Chief Executive Officer
Patrick M. Lavelle was elected President and Chief Executive Officer of VOXX International Corporation in 2005 and elected to the Board of Directors in 1993. He is a seasoned executive with over 40 years of international experience in product development (holds seven patents), sales, marketing and distribution, and mergers & acquisitions and has been with VOXX since 1977, having served as President of VOXX Electronics Corp., the Company’s Mobile and Consumer Electronics Division before his appointment to CEO. Mr. Lavelle is past Chairman of the Executive Board of Directors of the Consumer Technology Association (CTA) and currently sits on its Board as the Industry Advisor and Chair of the Compensation Committee. Additionally, he is a Trustee of Marist College, where he received his undergraduate degree, sits on the Marist Executive Board and is the Current Chair of the Advancement Committee and past Chair of the Admissions Committee. In 2018, Lavelle Hall, a residence hall in the North Campus Housing Complex of Marist College was established in his honor. Throughout his career, Mr. Lavelle has received various awards and honors, including being recognized by the Anti-Defamation League of New York with its American Heritage Award for promoting growth and diversity in the workplace.
Patrick M. Lavelle
Patrick M. Lavelle
President and Chief Executive Officer
C. Michael Stoehr
Senior Vice President and Chief Financial Officer

C. Michael Stoehr has been Chief Financial Officer since 1979, Senior Vice President since 1990, and was elected to the Board of Directors in 1987, the year the Company filed for its initial public offering (IPO). Mr. Stoehr was instrumental in the Company's 1987 IPO, the subsequent 144 Subordinated Debenture offering and its ultimate conversion, secondary offerings, and oversees banking relationships. Additionally, he manages the financial components of the Company's acquisition program as well as corporate investments. Further to his financial roles, Mr. Stoehr also oversees the Company’s Worldwide Management Information Services (MIS) group, as well as inventory control programs. Before joining VOXX International, he was a commercial loan officer at Chase Manhattan Bank. Mr. Stoehr received his BS in history and economics from St. Mary’s University and his Master’s degree of science operations from the Florida Institute of Technology.

C. MICHAEL STOEHR
C. Michael Stoehr
Senior Vice President and Chief Financial Officer
John Adamovich, Jr.
Independent Director

John Adamovich, Jr., was elected to the Board of Directors in 2016 and currently serves as Chair of the Audit Committee, and as a member of the Affiliate Transaction Committee and Nominating and Governance Committee.  He has over forty years of financial and management experience, and a wealth of expertise in corporate finance, corporate governance, mergers and acquisitions, and SEC and risk management compliance. Most recently, Mr. Adamovich served as Chief Financial Officer of Aeroflex Holding Corp., a NYSE-listed aerospace and test and measurement company focused on wireless communications, for almost ten years. Prior to Aeroflex, he served as Executive Vice President and Chief Financial Officer of Rainbow Media Enterprises, a subsidiary of Cablevision Systems Corporation, where he oversaw finance functions for the Company’s direct broadcast satellite business, three national cable television networks and a regional movie chain. Previously, he served as Group Vice President and Chief Financial Officer and Treasurer of NYSE-listed Pall Corporation, a leading manufacturer of filtration, separation and purification solutions. Earlier in his career, Mr. Adamovich held various roles with KPMG over 23 years, ultimately as an SEC Reviewing Partner and Professional Practice Partner. He also served on the board of Delta Financial Corporation. With a BS in accounting and honorary doctorate in commercial science from St. John's University, Mr. Adamovich is a member of the American Institute of CPAs (AICPA) and the New York State Society of CPAs (NYSSCPA).

john-damovich.
John Adamovich, Jr.
Independent Director
Denise Waund Gibson
Independent Director

Denise Waund Gibson was elected to the Board of Directors in 2015 and currently serves as Chair of the Nominating and Governance Committee, and as a member of the Compensation and Affiliate Transaction Committees. She is a seasoned senior executive and board member with more than 30 years of experience in consumer electronics design and manufacturing, logistics and supply chain, distribution and retail services. Ms. Gibson currently serves as the co-founder and Chair of Ice Mobility, a customized provider of wireless products and supply chain logistics solutions. Previously, from 2001 to 2011, she served as Founder and President/CEO of Brightstar US, as well as Director of Brightstar Corp., a leading service provider to the global wireless industry. Prior to her entrepreneurial endeavors, she spent 17 years at Motorola, which culminated in her role as Vice President and General Manager of the Company’s U.S. mobile phone business. Ms. Gibson serves as a Director on the boards of Orica (ASX: ORI), ORBCOMM (NASDAQ: ORBC), and Aerial Technologies. She also serves as Chair of the Consumer Technology Association (CTA) Foundation Board and as a member of the CTA Board of Industry Leaders. Ms. Gibson holds an MBA from the Kellogg School of Management at Northwestern University and received her undergraduate degree in business administration from Drexel University.

DENISE WAUND GIBSON
Denise Waund Gibson
Independent Director
Peter Lesser
Independent Director
Peter A. Lesser was elected to the Board of Directors in 2003 and currently serves on the Company’s Compensation Committee, Affiliate Transaction Committee and Nominating and Governance Committee. Mr. Lesser was the founder of X-10 (USA) Inc., a wholesaler of electronic home control and security systems, where he served as President from 1984 to 2009. He also served as a member of the executive board of the Consumer Technology Association (CTA) from 1999 to 2010 and held the position of Industry Executive Advisor from 2005 to 2010. In 2018, Mr. Lesser was inducted into the CTA Hall of Fame. Additionally, Mr. Lesser was the former President of the (electronic) Security Industry Association (SIA). Mr. Lesser received his BS in Electrical Engineering from Columbia University and his MBA from Harvard Business School.
Peter A. Lesser
Peter Lesser
Independent Director
Ari M. Shalam
Independent Director
Ari M. Shalam was elected to the Board of Directors in 2011 and currently serves on the Company’s Nominating and Governance Committee. The eldest son of Chairman John J. Shalam, he worked at VOXX International’s former wireless division and in senior corporate strategy roles before leaving the Company and transitioning into the real estate industry. He has close to 20 years of experience in sourcing, financing, acquiring, developing, and managing nearly $2 billion of investments in commercial, retail and residential properties throughout the country. Presently, Mr. Shalam is Managing Partner of RWN Real Estate Partners LLC, a New York City-based real estate private equity investment platform. In addition to his directorship at VOXX, Mr. Shalam is a member of the board of the Good+Foundation and an advisory board member of the Institute of Urban Research at the University of Pennsylvania. Mr. Shalam is a frequent visiting lecturer of real estate entrepreneurship at the Wharton School of the University of Pennsylvania and a former trustee of the Trinity School in New York City.  Mr. Shalam received his BS in Economics cum laude from the Wharton School of the University of Pennsylvania and his MBA from Harvard Business School.  
Ari Shalam
Ari M. Shalam
Independent Director