Cooper-Standard (NYSE: CPS) CEO settles RSUs and withholds stock for taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Cooper-Standard Holdings Inc. Chairman and CEO Jeffrey S. Edwards reported multiple equity compensation transactions dated March 1, 2026. Time-based restricted stock units were exercised or converted into common stock in several blocks, including 34,585, 29,612, and 33,377 RSUs, settling into an equal number of common shares. After these conversions and related entries, his directly held common stock position reached 375,804 shares. In separate transactions coded “F,” the company disposed of 14,399, 12,215, and 13,898 common shares at $38.44 per share to satisfy tax obligations tied to these awards. The filing also notes indirect ownership through an irrevocable family trust where he disclaims beneficial ownership except for any pecuniary interest, and through a revocable living trust where he serves as sole trustee.
Positive
- None.
Negative
- None.
Insider Trade Summary
97,574 shares exercised/converted
Mixed
11 txns
Insider
Edwards Jeffrey S
Role
Chairman and CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 34,585 | $0.00 | -- |
| Exercise | Restricted Stock Units | 29,612 | $0.00 | -- |
| Exercise | Restricted Stock Units | 33,377 | $0.00 | -- |
| Exercise | Common stock | 34,585 | $0.00 | -- |
| Tax Withholding | Common stock | 14,399 | $38.44 | $553K |
| Exercise | Common stock | 29,612 | $0.00 | -- |
| Tax Withholding | Common stock | 12,215 | $38.44 | $470K |
| Exercise | Common stock | 33,377 | $0.00 | -- |
| Tax Withholding | Common stock | 13,898 | $38.44 | $534K |
| holding | Common stock | -- | -- | -- |
| holding | Common stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 0 shares (Direct);
Common stock — 353,327 shares (Direct);
Common stock — 13,200 shares (Indirect, By Trust)
Footnotes (1)
- 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. Shares held by an irrevocable family trust for which the Reporting Person's spouse is a beneficiary. The Reporting Person disclaims beneficial ownership of the stock held by the trust except to the extent of his pecuniary interest therein. Shares held by a revocable living trust for which Reporting Person is the sole trustee. These are time-based restricted stock units (RSUs) granted to the reporting person on February 15, 2023, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan. 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 March 1, 2023 These are time-based restricted stock units (RSUs) granted to the reporting person on February 14, 2024, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan , as amended and restated. 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 March 1, 2024. These are time-based restricted stock units (RSUs) granted to the reporting person on February 12, 2025, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated. 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, 2025.
FAQ
What insider transactions did CPS Chairman and CEO Jeffrey S. Edwards report?
Jeffrey S. Edwards reported exercises of time-based restricted stock units converting into common shares, plus share dispositions for tax withholding. Several RSU blocks converted on March 1, 2026, and shares were withheld at $38.44 per share to cover related tax obligations.
What does the $38.44 price in the CPS Form 4 transactions represent?
The $38.44 figure is the per-share price used for common stock dispositions coded “F,” which represent shares delivered to satisfy tax liabilities. These are tax-withholding transactions tied to equity awards, not open-market sales initiated for portfolio trading purposes.
What type of equity awards did CPS grant to Jeffrey S. Edwards?
The filing describes time-based restricted stock units granted under the Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan. One-third of each grant is scheduled to vest on each of the first three anniversaries of specified March 1 dates, subject to continued employment.
What indirect Cooper-Standard (CPS) holdings does Jeffrey S. Edwards report?
He reports indirect ownership of common stock through two trusts. One is an irrevocable family trust benefiting his spouse, where he disclaims beneficial ownership except for any pecuniary interest. Another is a revocable living trust for which he is the sole trustee.
Do the CPS Form 4 dispositions indicate open-market selling by Jeffrey S. Edwards?
No. The dispositions are coded “F,” meaning shares were delivered to pay exercise price or tax liabilities associated with equity awards. These transactions represent tax-withholding dispositions rather than discretionary open-market sales for investment or trading purposes.
Cooper-Standard Holdings