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[Form 4] Cooper-Standard Automotive Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Larry Ott, Senior Vice President and Chief Human Resources Officer at Cooper-Standard Holdings Inc. (CPS), reported option-related transactions on 09/04/2025. He acquired 4,000 common shares through an option exercise at an exercise price of $25.19, which increased his reported beneficial ownership to 47,532 shares before a separate reported disposition. He also reported a sale/disposition of 2,987 shares at $39.05, leaving 44,545 shares beneficially owned after the transactions. The Form 4 discloses the underlying employee stock options granted 02/13/2020 that vest one-third on each of the first three anniversaries and expire 02/13/2030.

Positive
  • Insider exercised options at $25.19, converting equity compensation into common shares
  • Vesting and grant details provided, showing alignment with the 2017 Omnibus Incentive Plan and clear vesting schedule
Negative
  • Insider sold 2,987 shares at $39.05, reducing the reporting person’s beneficial ownership to 44,545 shares
  • Net ownership changed (47,532 interim after exercise to 44,545 after disposition), which may be viewed as partial liquidity

Insights

TL;DR Insider exercised options and sold a subset of shares the same day; net ownership changed modestly.

The filing documents a non-derivative acquisition of 4,000 common shares via exercise at $25.19 and a contemporaneous disposition of 2,987 shares at $39.05. The net reported beneficial ownership decreased from the interim 47,532 to 44,545 shares after the sale. The underlying options were granted 02/13/2020 with standard multi-year vesting and a 02/13/2030 expiration. For investors, this is routine insider liquidity following option vesting rather than a clearly material corporate event.

TL;DR Transaction is consistent with disclosed option plan and required Section 16 reporting; no governance red flags shown.

The Form 4 indicates exercise of time-restricted employee stock options under the 2017 Omnibus Incentive Plan and a subsequent sale of a portion of shares. The filing was signed by a power of attorney designee, which is standard. The report includes vesting terms explicitly tied to continued employment. There is no disclosure here of departures, special allocations, or atypical transfer mechanisms that would raise governance concerns.

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*
Ott Larry

(Last) (First) (Middle)
40300 TRADITIONS DRIVE

(Street)
NORTHVILLE MI 48168

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Cooper-Standard Holdings Inc. [ CPS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See remarks
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025
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 stock 09/04/2025 M 4,000 A $25.19 47,532 D
Common stock 09/04/2025 F 2,987 D $39.05 44,545 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
Employee stock options (right to buy)(1) $25.19 09/04/2025 M 4,000 (2) 02/13/2030 Common stock 4,000 $0 7,782 D
Explanation of Responses:
1. These are time-restricted employee stock options with the right to buy, granted to the reporting person on February 13, 2020, under the Cooper-Standard Holdings Inc. 2017 Omnibus Incentive Plan.
2. Subject to the reporting person's continued employment with the company or its affiliate, one third of the options shall vest on each of the first three anniversaries of the grant date.
Remarks:
Senior Vice President and Chief Human Resources Officer
/s/ Denise Balog, on behalf of Larry Ott under power of attorney 09/05/2025
** 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 transactions did Larry Ott report on Form 4 for CPS?

He acquired 4,000 shares by exercising options at $25.19 and reported a disposition of 2,987 shares at $39.05 on 09/04/2025.

How many CPS shares does Larry Ott beneficially own after these transactions?

The filing reports 44,545 shares beneficially owned following the reported transactions.

What are the terms of the options underlying the exercised shares?

Options were granted 02/13/2020 under the 2017 Omnibus Incentive Plan with one-third vesting on each of the first three anniversaries and an expiration date of 02/13/2030.

Was the Form 4 signed by the reporting person?

The signature block shows the form was signed by Denise Balog on behalf of Larry Ott under power of attorney on 09/05/2025.

What was the exercise price of the options exercised on 09/04/2025?

The exercise/conversion price reported for the employee stock options was $25.19 per share.

Do the filings indicate any unusual governance issues or departures?

No. The Form 4 discloses standard option vesting tied to continued employment and does not disclose departures or atypical arrangements.
Cooper-Standard Holdings

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