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                                                             December 11, 2024

Matthew Horvath
Chief Financial Officer
Stoneridge, Inc.
39675 MacKenzie Drive, Suite 400
Novi, Michigan 48377

       Re: Stoneridge, Inc.
           Form 10-K for the fiscal year ended December 31, 2023
           Filed March 1, 2024
           Form 8-K
           Filed February 28, 2024
           File No. 001-13337
Dear Matthew Horvath:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 10-K for the fiscal year ended December 31, 2023
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Critical Accounting Policies and Estimates, page 29

1.     Please revise your disclosures in future filings to more fully address
the following:
           In regard to your tax valuation allowance, expand your disclosures
to address the
           specific positive and negative evidence you considered, how that
evidence was
           weighed, and how that evidence led you to determine the amount of
the tax
           valuation allowance. Specifically address how you considered
historical losses,
           including the impact of non-recurring items, and forecasted earnings
in your
           determination. Clearly explain the nature of the deferred tax assets
that the current
           tax valuation allowance relates to and discuss the facts and
circumstances that
           could reasonably be expected to materially impact the ongoing
assessment of the
           tax valuation allowance in future periods; and
 December 11, 2024
Page 2

             In regard to goodwill and intangible assets, we note your current
market
           capitalization is substantially below your current net book value.
To the extent
           you determine future impairments are reasonably possible, provide a
           comprehensive discussion and analysis of the critical accounting
estimates
           associated with assessing goodwill and intangible assets for
impairment such that
           investors have sufficient information to assess any material
uncertainties
           regarding the realizability of goodwill and intangible assets. If
estimated fair
           values do not substantially exceed carrying values disclose the
following:
             o The percentage by which estimated fair values exceed carrying
values;
             o The methodologies used to estimate fair values, including the
material
                judgements, assumptions and estimates made; the degree of
uncertainty
                associated with the key assumptions and estimates, and the
potential impact
                reasonably possible changes in key assumptions could have on
your
                impairment analysis;
             o Potential events and/or changes in circumstances that could
reasonably be
                expected to occur and negatively affect key assumptions and
result in a
                material impairment; and
             o How you consider your market capitalization in assessing
goodwill for
                impairment and in determining the estimated fair value of your
reporting
                unit, including reasons for material differences.

Consolidated Financial Statements
13. Segment Reporting, page 66

2.     We note your disclosures of net sales and long-term assets by geographic
area, to the
       extent applicable, please revise future filings to also disclose net
sales and long-term
       assets attributable to any individual foreign country, if material, as
required by ASC
       280-10-50-41.
Form 8-K filed on February 28, 2024
2023 Fourth Quarter Results, page 1

3.     We note the following prominence issues related to the non-GAAP
financial measures
       you present:
           You present adjusted gross profit, adjusted operating income and
adjusted
           EBITDA all as a % of adjusted sales but you do not present the most
directly
           comparable GAAP measures, gross profit, operating income and net
income as a
           % of sales, with equal or greater prominence; and
           You present adjusted EBITDA but you do not present the most directly
           comparable GAAP measure, Net income, with equal or greater
prominence.
       For each non-GAAP financial measure you present, please revise future
filings to
       present and discuss the most directly comparable GAAP measure with equal
or
       greater prominence. Refer to Item 10(e)(1)(i)(A) of Regulation S-K and
Question
       102.10 of the Non-GAAP Financial Measures Compliance and Disclosure
       Interpretations.
 December 11, 2024
Page 3

Use of Non-GAAP Financial Information, page 5

4.     We note you present several non-GAAP financial measures, including
adjusted sales,
       adjusted gross profit and margin, adjusted operating income and margin,
adjusted
       EBITDA and margin, and adjusted earnings per share, that include
non-GAAP
       adjustments for business realignment costs, Brazilian indirect tax
credits, deferred
       financing fee write-off, environmental remediation costs and sales from
spot
       purchases recoveries. Please more fully address the following:
           In regard to business realignment costs, tell us the specific nature
of the costs and
           explain why they do not represent normal, recurring operating
expenses necessary
           to operate your business, including your consideration of Question
100.01 of the
           Non-GAAP Financial Measures Compliance and Disclosure
Interpretations;
           In regard to the Brazilian indirect tax credits, deferred financing
fee write-off and
           environmental remediation costs, tell us why you believe each
adjustment is
           appropriate and explain why they do not represent normal, recurring
operating
           expenses necessary to operate your business, including your
consideration of
           Question 100.01 of the Non-GAAP Financial Measures Compliance and
           Disclosure Interpretations; and
           In regard to Adjusted Sales, we note you exclude sales from spot
purchases
           recoveries. Explain to us what this adjustment represents and why
you believe it is
           appropriate, including your consideration of Question 100.04 of the
Non-GAAP
           Financial Measures Compliance and Disclosure Interpretations.
5.     We note you present several non-GAAP reconciliations related to Adjusted
EBITDA
       and Adjusted Net Debt used in your debt covenant compliance
calculations,
       including your calculation of the Compliance Leverage Ratio. When you
present these
       measures and calculations, please revise future filings to fully comply
with Question
       102.09 of the Non-GAAP Financial Measures Compliance and Disclosure
       Interpretations, including disclosure of the minimum required leverage
ratio necessary
       to comply with your debt covenant.
        In closing, we remind you that the company and its management are
responsible for
the accuracy and adequacy of their disclosures, notwithstanding any review,
comments,
action or absence of action by the staff.

       Please contact Ernest Greene at 202-551-3733 or Anne McConnell at
202-551-3709
with any questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of
Manufacturing
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