Celestica (CLS) CFO discloses 20,408 RSU share vesting and tax share sale

Rhea-AI Filing Summary

Celestica Inc. Chief Financial Officer insider activity shows routine equity compensation events reported on a Form 4. On 12/01/2025, the CFO acquired 20,408 common shares through the vesting and settlement of previously granted restricted share units at an exercise price of $0. On the same date, 10,925 common shares were disposed of at $344.41 per share to cover tax withholding obligations arising from the RSU vesting, leaving the reporting person with 9,483 common shares held directly.

The derivative table shows 20,408 restricted share units exercised into common shares, reducing the reporting person’s RSU balance to zero for that grant. The filing notes that each RSU represents a contingent right to receive one common share or an equivalent cash amount, and that the original grant of 61,224 RSUs from 01/31/2023 vests in three installments over a three-year period.

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
Estimated average burden
hours per response:			0.5

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^*

Chawla Mandeep

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		M		20,408	A	$0	20,408	D
Common Shares	12/01/2025		F		10,925(1)	D	$344.41	9,483	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
Restricted Share Units	(2)	12/01/2025		M			20,408	(3)	(3)	Common Shares	20,408	$0	0	D

Explanation of Responses:

1. Shares withheld to satisfy tax withholding obligations arising out of the vesting of restricted share units ("RSUs").

2. Each RSU represents a contingent right to receive one common share or an equivalent value in cash at the holder's election.

3. On January 31, 2023, the reporting person was granted 61,224 RSUs, which vest ratably over a three-year period on each of the first and second anniversaries of the grant date and on December 1 following the second anniversary of the grant date.

	/s/ Samantha Graff, attorney-in-fact	12/02/2025
	** 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 insider transaction did Celestica (CLS) report in this Form 4?

The filing reports that the Chief Financial Officer acquired 20,408 Celestica common shares on 12/01/2025 through the vesting and settlement of restricted share units, and disposed of 10,925 common shares the same day to satisfy tax withholding obligations.

How many Celestica (CLS) shares does the CFO own after this transaction?

After the reported transactions, the Chief Financial Officer beneficially owns 9,483 Celestica common shares directly.

What was the price associated with the Celestica (CLS) insider’s share dispositions?

The shares withheld for taxes were reported as 10,925 common shares disposed of at a price of $344.41 per share in connection with tax withholding on the RSU vesting.

What are the terms of the Celestica (CLS) restricted share units mentioned?

Each restricted share unit (RSU) represents a contingent right to receive one Celestica common share or an equivalent cash value at the holder’s election, according to the explanation section.

When were the Celestica (CLS) RSUs originally granted to the CFO and how do they vest?

The reporting person was granted 61,224 RSUs on 01/31/2023. These vest ratably over a three-year period: on each of the first and second anniversaries of the grant date and on December 1 following the second anniversary of the grant date.

What happened to the derivative securities (RSUs) in this Celestica (CLS) Form 4?

The Form 4 shows 20,408 restricted share units exercised into 20,408 Celestica common shares at an exercise price of $0, leaving 0 derivative securities of that RSU grant beneficially owned afterward.

Who is the reporting person in this Celestica (CLS) Form 4 and what is their role?

The reporting person is an officer of Celestica Inc., serving as the company’s Chief Financial Officer, as indicated in the relationship section of the form.