Jeffrey S. Edwards - Mar 1, 2024 Form 4 Insider Report for Cooper-Standard Holdings Inc. (CPS)

Role
Chairman and CEO, Director
Signature
/s/ Denise Balog, on behalf of Jeffrey S. Edwards under Power of Attorney
Stock symbol
CPS
Transactions as of
Mar 1, 2024
Transactions value $
-$243,819
Form type
4
Date filed
3/5/2024, 03:32 PM
Previous filing
Feb 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CPS Common stock Options Exercise +23.4K +14.85% 181K Mar 1, 2024 Direct F1
transaction CPS Common stock Options Exercise +34.6K +19.1% 216K Mar 1, 2024 Direct F2
transaction CPS Common stock Tax liability -$244K -17.3K -8.04% $14.07 198K Mar 1, 2024 Direct
holding CPS Common stock 13.2K Mar 1, 2024 By Trust F3
holding CPS Common stock 22.9K Mar 1, 2024 By Living Trust F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CPS Restricted Stock Units Options Exercise $0 -23.4K -50% $0.00 23.4K Mar 1, 2024 Common stock 23.4K Direct F1, F5, F6
transaction CPS Restricted Stock Units Options Exercise $0 -34.6K -33.33% $0.00 69.2K Mar 1, 2024 Common stock 34.6K Direct F2, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The company, in its sole discretion, settles such RSUs by electing either to (i) make an appropriate book entry in the reporting person's name for a number of shares equal to the number of RSUs that have vested or (ii) deliver an amount of cash equal to the fair market value, determined as of the vesting date, of a number of shares equal to the number of RSUs that have vested.
F2 The company settles such RSUs by making an appropriate book entry in the reporting person's name for a number of shares equal to the number of RSU's that have vested.
F3 Shares held by an irrevocable family trust for which the Reporting Person's spouse is a beneficiary. The Reporting Person disclaims beneficial ownership of the stock held by the trust except to the extent of his pecuniary interest therein.
F4 Shares held by a revocable living trust for which Reporting Person is the sole trustee.
F5 These are time-based restricted stock units (RSUs) granted to the reporting person on February 16, 2022, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan.
F6 Subject to the reporting person's continued employment with the company or its affiliates through the applicable vesting date, one third of these RSUs shall vest and no longer be subject to forfeiture on each of the first three anniversaries of March 1, 2022
F7 These are time-based restricted stock units (RSUs) granted to the reporting person on February 15, 2023, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan.
F8 Subject to the reporting person's continued employment with the company or its affiliates through the applicable vesting date, one third of these RSUs shall vest and no longer be subject to forfeiture on each of the first three anniversaries of March 1, 2023