Celestica (CLS) president awarded 174,254 performance share units

Rhea-AI Filing Summary

Celestica Inc. president Jason Phillips reported an award of 174,254 performance share units (PSUs) on January 29, 2026. Each PSU represents a contingent right to receive one common share or an equivalent cash amount, at no stated exercise price.

The PSUs were deemed earned after the Human Resources and Compensation Committee certified achievement of pre-established performance goals at 200% of target. The underlying common shares are scheduled to be issued to Phillips following the vesting date on January 31, 2026, and are held as a direct ownership position.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Phillips Jason

Role President

Type	Security	Shares	Price	Value
Grant/Award	Performance Share Units	174,254	$0.00	--

Holdings After Transaction: Performance Share Units — 174,254 shares (Direct)

Footnotes (1)

1. Each performance share unit ("PSU") represents a contingent right to receive one common share or an equivalent value in cash. Reflects PSUs deemed earned upon Human Resources and Compensation Committee certification of the achievement of pre-established performance parameters at 200% of the target. The common shares underlying these PSUs will be issued to the reporting person following the vest on January 31, 2026.

Form 4 Insider Transactions: What Each Field Means →

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^*

Phillips Jason

(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)
	President

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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

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
Performance Share Units	(1)	01/29/2026		A		174,254		01/31/2026	(2)	Common Shares	174,254	$0	174,254	D

Explanation of Responses:

1. Each performance share unit ("PSU") represents a contingent right to receive one common share or an equivalent value in cash.

2. Reflects PSUs deemed earned upon Human Resources and Compensation Committee certification of the achievement of pre-established performance parameters at 200% of the target. The common shares underlying these PSUs will be issued to the reporting person following the vest on January 31, 2026.

	/s/ Tracy Connelly McGilley, attorney-in-fact	01/30/2026
	** 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 for Jason Phillips?

Celestica reported that president Jason Phillips received 174,254 performance share units on January 29, 2026. These units were granted as a stock-based award and are directly owned, reflecting compensation tied to pre-established performance parameters certified by the company’s Human Resources and Compensation Committee.

How many performance share units were granted to Celestica president Jason Phillips?

Jason Phillips was granted 174,254 performance share units in this transaction. These PSUs represent a contingent right to receive an equal number of Celestica common shares or equivalent cash value, subject to performance conditions and vesting, with shares expected to be issued after the January 31, 2026 vesting date.

What do the Celestica performance share units reported on Form 4 represent?

Each performance share unit represents a contingent right to receive one Celestica common share or equivalent value in cash. The units only convert after performance goals are certified and vesting occurs, aligning executive compensation with company performance approved by the Human Resources and Compensation Committee.

When will the Celestica PSUs granted to Jason Phillips vest and issue shares?

The common shares underlying Jason Phillips’s performance share units will be issued following the vest on January 31, 2026. Vesting follows the Human Resources and Compensation Committee’s certification that pre-established performance parameters were achieved, in this case at 200% of the original target level.

At what performance level were Jason Phillips’s Celestica PSUs deemed earned?

The performance share units were deemed earned at 200% of the target level. This result followed the Human Resources and Compensation Committee’s certification that pre-established performance parameters had been achieved, which then determined the number of PSUs credited for vesting and future share or cash delivery.

Is there an exercise price for the performance share units granted at Celestica?

The Form 4 shows an exercise price of $0.00 for the performance share units. Instead of a purchase price, these units convert into common shares or equivalent cash value upon meeting certified performance conditions and vesting, functioning as performance-based equity compensation for the executive.