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Equity awards vest for Cooper-Standard (NYSE: CPS) officer with tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cooper-Standard Holdings Inc. reported that officer MaryAnn Peterson Kanary had restricted stock units (RSUs) vest on March 1, 2026 under the company’s 2021 Omnibus Incentive Plan. RSU tranches of 3,897 and 5,006 units converted into an equal number of common shares at no cash cost to her.

In connection with these vestings, the company withheld 1,115 and 1,432 common shares at a price of $38.44 per share to cover tax obligations, which is recorded as a disposition but not an open-market sale. After these transactions, she continued to hold common stock directly.

Positive

  • None.

Negative

  • None.
Insider Kanary MaryAnn Peterson
Role See remarks
Type Security Shares Price Value
Exercise Restricted Stock Units 3,897 $0.00 --
Exercise Restricted Stock Units 5,006 $0.00 --
Exercise Common stock 3,897 $0.00 --
Tax Withholding Common stock 1,115 $38.44 $43K
Exercise Common stock 5,006 $0.00 --
Tax Withholding Common stock 1,432 $38.44 $55K
Holdings After Transaction: Restricted Stock Units — 3,897 shares (Direct); Common stock — 11,844 shares (Direct)
Footnotes (1)
  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. 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.
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*
Kanary MaryAnn Peterson
(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)
03/01/2026
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 03/01/2026 M 3,897 A (1) 11,844 D
Common stock 03/01/2026 F 1,115 D $38.44 10,729 D
Common stock 03/01/2026 M 5,006 A (1) 15,735 D
Common stock 03/01/2026 F 1,432 D $38.44 14,303 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) (1) 03/01/2026 M 3,897 (3) (3) Common stock 3,897 $0 3,897 D
Restricted Stock Units(4) (1) 03/01/2026 M 5,006 (5) (5) Common stock 5,006 $0 10,014 D
Explanation of Responses:
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.
2. 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.
3. 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.
4. 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.
5. 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.
Remarks:
Senior Vice President, Chief Legal Officer and Secretary
/s/ Denise Balog, on behalf of MaryAnn Peterson Kanary under power of attorney 03/03/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did CPS report for MaryAnn Peterson Kanary?

Cooper-Standard (CPS) reported RSU vesting and related share tax withholdings for officer MaryAnn Peterson Kanary. On March 1, 2026, two RSU grants converted into common stock, and a portion of shares was withheld to satisfy tax liabilities rather than sold on the market.

How many Cooper-Standard CPS RSUs vested in this Form 4 filing?

Two RSU tranches vested for Cooper-Standard (CPS) officer MaryAnn Peterson Kanary. Awards covering 3,897 and 5,006 restricted stock units converted into the same number of common shares, reflecting time-based vesting under the company’s 2021 Omnibus Incentive Plan, as amended and restated.

Were CPS shares sold on the market in this insider Form 4?

No open-market sale occurred in this CPS Form 4. Shares marked with transaction code F—1,115 and 1,432 shares at $38.44—were withheld by the company to pay tax obligations tied to RSU vesting, a standard tax-withholding disposition mechanism.

What do the F-coded CPS transactions at $38.44 per share represent?

The F-coded transactions for Cooper-Standard (CPS) reflect tax-withholding dispositions. A total of 1,115 and 1,432 common shares were delivered back to the company at $38.44 per share to cover tax liabilities from the RSU vesting, not discretionary market sales.

Under which plan were the CPS RSUs granted to the officer?

The RSUs for the Cooper-Standard (CPS) officer were granted under the Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, as amended and restated. Footnotes describe these as time-based restricted stock units vesting in one-third increments over three years, subject to continued employment.

How do CPS RSUs for this officer vest over time?

For Cooper-Standard (CPS), the footnotes state that one third of the RSUs vest on each of the first three anniversaries of March 1, 2024, and March 1, 2025, respectively. Vesting continues only if the reporting person remains employed with the company or its affiliates.