Somasundhar Venkatasubramanian - Feb 12, 2025 Form 4 Insider Report for Cooper-Standard Holdings Inc. (CPS)

Signature
/s/ Denise Balog, on behalf of Somasundhar Venkatasubramanian under power-of-attorney
Stock symbol
CPS
Transactions as of
Feb 12, 2025
Transactions value $
-$109,170
Form type
4
Date filed
2/14/2025, 02:53 PM
Previous filing
Sep 23, 2024
Next filing
Feb 18, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CPS Common stock Award $0 +2.21K +20.47% $0.00 13K Feb 12, 2025 Direct F1
transaction CPS Common stock Tax liability -$10.8K -750 -5.76% $14.41 12.3K Feb 12, 2025 Direct
transaction CPS Common stock Options Exercise +6.83K +55.65% 19.1K Feb 12, 2025 Direct F2
transaction CPS Common stock Disposed to Issuer -$98.4K -6.83K -35.75% $14.41 12.3K Feb 12, 2025 Direct F2

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 Award $0 +7.25K $0.00 7.25K Feb 12, 2025 Common stock 7.25K Direct F3, F4, F5
transaction CPS Performance Stock Units Award $0 +3.23K $0.00 3.23K Feb 12, 2025 Common stock 3.23K Direct F2, F6, F7, F8
transaction CPS Performance Stock Units Options Exercise $0 -6.83K -100% $0.00 0 Feb 12, 2025 Common stock 6.83K Direct F9, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents Common stock distributed to the Reporting Person based on performance-based stock units (PSUs) granted to the reporting person on February 16, 2022, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, which were deemed to have satisfied applicable performance vesting criteria as determined by the Company on February 12, 2025 (the Determination Date), and distributed to the Reporting Person on the Determination Date.
F2 The Company in its sole discretion settles such performance-based stock units (PSUs) by delivering an amount of cash equal to the fair market value of a number of shares equal to the number of PSUs that have vested.
F3 These are time-based restricted stock units (RSUs) granted to the reporting person on February 12, 2025, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated.
F4 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.
F5 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 the date of March 1, 2025.
F6 Represents performance-based stock units (PSUs) granted to the reporting person on February 15, 2023, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated, which were deemed to have satisfied the portion of the performance vesting criteria applicable for the year ended December 31, 2024, as determined by the Company on February 12, 2025
F7 Represents the date on which the Company determined the number of PSUs actually achieved by the reporting person based on the achievement of certain performance vesting criteria
F8 Subject to the reporting person's continued employment with the company or its affiliates through December 31, 2025, these PSUs shall vest and no longer be subject to forfeiture and will settle on or as soon as practicable following February 12, 2026.
F9 Represents performance-based stock units (PSUs) granted to the reporting person on February 15, 2023, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated, which were deemed to have satisfied the portion of the performance vesting criteria applicable for the year ended December 31, 2023, as determined by the Company on February 14, 2024.
F10 The Company in its sole discretion settles such PSUs by delivering an amount of cash equal to the fair market value of a number of shares equal to the number of PSUs that have vested.
F11 Subject to the reporting person's continued employment with the company or its affiliates through December 31, 2024, these PSUs shall vest and no longer be subject to forfeiture and will settle on or as soon as practicable following February 12, 2025.

Remarks:

SVP, Chief Information Technology Officer