CLS Form 4: Director Disposes 25,000 Shares; 9,117 Previously Omitted Shares Added

Rhea-AI Filing Summary

Insider sale and filing correction at Celestica (CLS). The Form 4 shows director Michael Max Wilson sold 25,000 common shares on 01/06/2025 at a weighted average price of $98.73 per share (price converted from CAD). After the disposition the report shows 1,784 shares beneficially owned directly. The filing also corrects prior reporting by including 9,117 shares that were omitted from a Form 3 filed 12/19/2024. The transaction was signed by an attorney-in-fact on 01/08/2025.

Positive

• Correction of prior omission: The filing adds 9,117 shares omitted from the Form 3, improving disclosure accuracy
• Transparent transaction details: Provides weighted average price range and offers to supply full transaction-level details on request

Negative

• Insider sale: Director sold 25,000 shares, reducing direct holdings to 1,784, which may be viewed negatively by some investors

Insights

Financial Analyst

TL;DR: Director sold 25,000 shares at a weighted average $98.73; reported holdings now 1,784 after correcting an earlier omission.

The sale reduces the reporting person’s direct position to a small residual holding of 1,784 shares. The filing clarifies prior reporting by adding 9,117 omitted shares from the Form 3, improving disclosure accuracy. The transaction price was converted from Canadian dollars and reported as a weighted average across multiple executions ranging $98.55–$98.81. This appears to be a routine director liquidity event rather than a corporate action impacting operations or financial results.

Corporate Governance Expert

TL;DR: Disclosure corrects prior omission and records an insider sale; improves compliance but raises standard insider-sale considerations.

The corrected disclosure of previously omitted shares demonstrates remediation of an earlier reporting error, which is important for governance and SEC compliance. The sale of 25,000 shares by a director is material to that insider’s stake but the filing provides necessary transaction detail and a representation that full transaction-level prices can be provided on request. No indications of policy breaches are present in the document.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wilson Michael Max

(Last) (First) (Middle)

5140 YONGE STREET

SUITE 1900

(Street)

TORONTO A6 M2N 6L7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CELESTICA INC [ CLS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	01/06/2025		S		25,000	D	$98.73(1)(2)	1,784(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported was converted from Canadian dollars to U.S. dollars using the Bank of Canada exchange rate on the transaction date.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.55-$98.81, inclusive. The reporting person hereby undertakesto provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

3. Balance reflects 9,117 common shares that were inadvertently omitted from the reporting person's Form 3 filed on December 19, 2024.

	/s/ Tracy Connelly McGilley, attorney-in-fact	01/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Form 4 for CELESTICA INC (CLS) report?

The Form 4 reports that director Michael Max Wilson sold 25,000 common shares on 01/06/2025 at a weighted average price of $98.73, and now beneficially owns 1,784 shares directly.

Why does the filing list 9,117 shares in the explanation?

The filing states the 1,784 balance reflects inclusion of 9,117 common shares that were inadvertently omitted from the reporting person's Form 3 filed on 12/19/2024.

What price range were the shares sold at?

The shares were sold in multiple transactions at prices ranging from $98.55 to $98.81; the reported price is a converted weighted average of $98.73.

Was the reported price converted from another currency?

Yes. The price was converted from Canadian dollars to U.S. dollars using the Bank of Canada exchange rate on the transaction date.

Who signed the Form 4?

The Form 4 was signed by Tracy Connelly McGilley, attorney-in-fact, on 01/08/2025.