STONERIDGE, INC. (NYSE:SRI) Files An 8-K Results of Operations and Financial Condition

ITEM 2.02

On May 3, 2017, Stoneridge, Inc. (the Company) issued a press
release announcing its results for the first quarter ended March
31, 2017.A copy of the press release is attached hereto as
Exhibit 99.1. On May 4, 2017, members of the Companys management
are holding a first quarter 2017 earnings conference call
discussing the Companys financial results and the presentation
furnished herewith as Exhibit 99.2, accompanies managements
comments.

The press release contains certain non-GAAP financial measures
Adjusted Net Income Attributable to Stoneridge, Inc. (Adjusted
Net Income), Adjusted Earnings per Diluted Share Attributable to
Stoneridge Inc. (Adjusted EPS), Earnings Before Interest, Taxes,
Depreciation and Amortization (EBITDA) and Free Cash Flow.
Management believes that the presentation of the non-GAAP
financial measures used in the press release and earnings
conference call presentation are useful to both management and
investors in their analysis of the Companys financial position,
results of operations and expected results of operations because
the Adjusted Net Income, Adjusted EPS, EBITDA and Free Cash Flow
facilitates a period to period comparison of operating results by
excluding significant unusual, non-recurring items in 2017. For
2017, these items relate to the after-tax transaction costs
related to the acquisition of Orlaco and the after-tax step-up in
acquired Orlaco inventory. EBITDA represents the sum of net
income, interest, income taxes, depreciation and amortization.
Free Cash Flow represents Cash Flows from Operations less Capital
Expenditures. These non-GAAP measures, however, should not be
considered in isolation or as a substitute for the most
comparable GAAP measures. Investors are cautioned that non-GAAP
financial measures utilized by the Company may not be comparable
to non-GAAP financial measures used by other companies. Adjusted
Net Income, Adjusted EPS, EBITDA and Free Cash Flow should not be
considered a substitute for Net Income or Earnings Per Share
prepared in accordance with GAAP.

The information set forth in Item 2.02 above is hereby
incorporated herein by reference.

The information in this report, including the press release and
earnings conference call presentation furnished as Exhibits 99.1
and 99.2 hereto, shall not be deemed to be filed for purposes of
Section 18 of the Securities and Exchange Act of 1934, as amended
(the Exchange Act), or otherwise subject to the liabilities of
that Section, and shall not be incorporated by reference into any
filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific
reference in such a filing. In addition, the exhibits furnished
herewith contain statements intended as forward-looking
statements that are subject to the cautionary statements about
forward-looking statements set forth in such exhibits.

(d)Exhibits

About STONERIDGE, INC. (NYSE:SRI)

Stoneridge, Inc. is a designer and manufacturer of engineered electrical and electronic components, modules and systems for the automotive, commercial, motorcycle, off-highway and agricultural vehicle markets. The Company operates through three segments: Control Devices, Electronics and PST. The Company’s Control Devices segment designs and manufactures products that monitor, measure or activate specific functions within a vehicle and includes product lines, such as sensors, switches, valves, and actuators. The Company’s Electronics segment designs and manufactures electronic instrument clusters, electronic control units and driver information systems. The PST segment is engaged in the design, manufacture and sale of in-vehicle audio and video devices, electronic vehicle security alarms, convenience accessories, vehicle tracking devices and monitoring services primarily for the automotive and motorcycle industry. It operates in approximately 30 locations in over 10 countries.

STONERIDGE, INC. (NYSE:SRI) Recent Trading Information

STONERIDGE, INC. (NYSE:SRI) closed its last trading session down -0.07 at 19.99 with 282,834 shares trading hands.