Cooper-Standard (CPS) tech and AI chief reports new stock awards, share disposition

Rhea-AI Filing Summary

Cooper-Standard Holdings executive Venkatasubramanian Somasundhar, Senior Vice President and Chief Information Technology and AI Officer, reported multiple equity award transactions dated February 12, 2026. He acquired 3,762 time-based restricted stock units and 3,370 performance stock units under the company’s 2021 Omnibus Incentive Plan at a stated price of $0 per unit.

On the same date, 3,226 previously granted performance stock units were exercised and converted into 3,226 shares of common stock. Those 3,226 common shares were then disposed of back to the issuer at $34.15 per share. Following these transactions, Somasundhar directly owned 19,575 shares of common stock, plus the newly reported RSU and PSU holdings.

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^*

Venkatasubramanian Somasundhar

(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)
02/12/2026

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
Common stock	02/12/2026		M		3,226	A	(1)	22,801	D
Common stock	02/12/2026		D		3,226	D	$34.15(1)	19,575	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 Stock Units(2)	(3)	02/12/2026		A		3,762		(4)	(4)	Common stock	3,762	$0	3,762	D
Performance Stock Units(5)	(6)	02/12/2026		A		3,370		(7)	(7)	Common stock	3,370	$0	3,370	D
Performance Stock Units(8)	(1)	02/12/2026		M			3,226	(9)	(9)	Common stock	3,226	$0	0	D

Explanation of Responses:

1. The Company settles such performance-based stock units (PSUs) by delivering an amount of cash equal to the fair market value of a number of shares equal to the number of PSUs that have vested.

2. These are time-based restricted stock units (RSUs) granted to the reporting person on February 12, 2026, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated.

3. The company settles such RSUs by making an appropriate book entry in the reporting person's name for a number of shares equal to the number of RSU's that have vested.

4. Subject to the reporting person's continued employment with the company or its affiliates through the applicable vesting date, one third of these RSUs shall vest and no longer be subject to forfeiture on each of the first three anniversaries of the date of March 1, 2026.

5. Represents performance-based stock units (PSUs) granted to the reporting person on February 12, 2025, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated, which were deemed to have satisfied the portion of the performance vesting criteria applicable for the year ended December 31, 2025, as determined by the Company on February 12, 2026.

6. The company, in its sole discretion, settles such PSU's by electing either to (i) make an appropriate book entry in the reporting person's name for a number of shares equal to the number of PSU's that have vested or (ii) deliver an amount of cash equal to the fair market value, determined as of the vesting date, of a number of shares equal to the number of PSU's that have vested.

7. Subject to the reporting person's continued employment with the company or its affiliates through March 1, 2028, these PSUs shall vest and no longer be subject to forfeiture and will settle on or as soon as practicable following March 1, 2028.

8. Represents performance-based stock units (PSUs) granted to the reporting person on February 15, 2023, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated, which were deemed to have satisfied the portion of the performance vesting criteria applicable for the year ended December 31, 2024, as determined by the Company on February 12, 2025

9. Subject to the reporting person's continued employment with the company or its affiliates through December 31, 2025, these PSUs shall vest and no longer be subject to forfeiture and will settle on or as soon as practicable following February 12, 2026.

Remarks:

Senior Vice President, Chief Information Technology and AI Officer

	/s/ Denise Balog, on behalf of Somasundhar Venkatasubramanian under power-of-attorney	02/17/2026
	** 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 transactions did CPS executive Venkatasubramanian Somasundhar report?

He reported equity award activity on February 12, 2026, including grants of 3,762 restricted stock units and 3,370 performance stock units, plus the exercise of 3,226 performance stock units into common shares followed by a disposition of those 3,226 shares back to Cooper-Standard.

How many Cooper-Standard (CPS) RSUs were granted to the executive?

He received a grant of 3,762 time-based restricted stock units at a stated price of $0 per unit. These RSUs vest in three annual installments starting March 1, 2026, subject to his continued employment with Cooper-Standard or its affiliates through each applicable vesting date.

What performance stock unit activity did CPS disclose for the executive?

Cooper-Standard disclosed 3,370 new performance stock units granted on February 12, 2026 and the exercise of 3,226 earlier PSUs into common stock. The PSUs are tied to performance criteria and continued employment, with settlement in shares or cash at the company’s discretion.

Did the CPS executive dispose of any common stock in this Form 4?

Yes. After exercising 3,226 performance stock units into 3,226 common shares, those 3,226 shares were reported as disposed of to the issuer at $34.15 per share. The transaction is coded as a disposition to the company rather than an open-market sale.

How many CPS common shares does the executive own after these transactions?

After the reported February 12, 2026 transactions, he directly owned 19,575 shares of Cooper-Standard common stock. In addition, he held 3,762 restricted stock units and 3,370 performance stock units, which may settle in shares or cash depending on plan terms and company elections.

What role does the reporting person hold at Cooper-Standard (CPS)?

The reporting person, Venkatasubramanian Somasundhar, serves as Senior Vice President, Chief Information Technology and AI Officer. His Form 4 filings reflect equity awards and related share transactions associated with his position under Cooper-Standard’s 2021 Omnibus Incentive Plan, as amended and restated.