Jeffrey S. Edwards - Feb 14, 2025 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
Feb 14, 2025
Transactions value $
-$336,399
Form type
4
Date filed
2/18/2025, 09:35 AM
Previous filing
Feb 14, 2025
Next filing
Mar 4, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CPS Common stock Options Exercise +70.2K +31.62% 292K Feb 14, 2025 Direct F1
transaction CPS Common stock Tax liability -$336K -24.9K -8.52% $13.51 267K Feb 14, 2025 Direct
holding CPS Common stock 13.2K Feb 14, 2025 By Trust F2
holding CPS Common stock 22.9K Feb 14, 2025 By Living Trust F3

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 Performance Stock Units Options Exercise $0 -70.2K -100% $0.00 0 Feb 14, 2025 Common stock 70.2K Direct F1, F4, F5
* 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 PSUs by electing either to (i) make an appropriate book entry in the reporting persons name for a number of shares equal to the number of PSUs that have vested or (ii) deliver an amount of cash equal to the fair market value of a number of shares equal to the number of PSUs that have vested.
F2 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.
F3 Shares held by a revocable living trust for which Reporting Person is the sole trustee.
F4 Represents performance-based stock units (PSUs) granted to the reporting person on February 16, 2022, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated, which were deemed to have satisfied applicable performance vesting criteria as determined by the Company on February 14, 2024.
F5 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 14, 2025.