Cooper-Standard (CPS) executive converts RSUs to stock and withholds shares for taxes

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Cooper-Standard Holdings Inc. executive Christopher Couch reported multiple equity award transactions dated March 1, 2026. He exercised or converted several tranches of time-based restricted stock units (RSUs) into common stock at a stated price of $0.00 per share and had shares withheld at $38.44 per share to cover tax obligations. After these RSU conversions and tax-withholding dispositions, he directly owned 42,432 shares of Cooper-Standard common stock. The RSUs relate to grants made in 2023, 2024, and 2025 under the Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, which vest in three equal annual installments subject to his continued employment.

Insider Trade Summary

17,675 shares exercised/converted

Mixed 9 txns

Insider Couch Christopher

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	4,415	$0.00	--
Exercise	Restricted Stock Units	6,234	$0.00	--
Exercise	Restricted Stock Units	7,026	$0.00	--
Exercise	Common stock	4,415	$0.00	--
Tax Withholding	Common stock	1,263	$38.44	$49K
Exercise	Common stock	6,234	$0.00	--
Tax Withholding	Common stock	2,043	$38.44	$79K
Exercise	Common stock	7,026	$0.00	--
Tax Withholding	Common stock	3,064	$38.44	$118K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common stock — 35,542 shares (Direct)

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. 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.

Form 4 Insider Transactions: What Each Field Means →

03/03/2026 - 04:18 PM

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
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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^*

Couch Christopher

(Last)

(First)

(Middle)

40300 TRADITIONS DRIVE

(Street)

NORTHVILLE

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	03/01/2026		M		4,415	A	⁽¹⁾	35,542	D
Common stock	03/01/2026		F		1,263	D	$38.44	34,279	D
Common stock	03/01/2026		M		6,234	A	⁽¹⁾	40,513	D
Common stock	03/01/2026		F		2,043	D	$38.44	38,470	D
Common stock	03/01/2026		M		7,026	A	⁽¹⁾	45,496	D
Common stock	03/01/2026		F		3,064	D	$38.44	42,432	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units⁽²⁾	⁽¹⁾	03/01/2026		M			4,415	⁽³⁾	⁽³⁾	Common stock	4,415	$0	0	D
Restricted Stock Units⁽⁴⁾	⁽¹⁾	03/01/2026		M			6,234	⁽⁵⁾	⁽⁵⁾	Common stock	6,234	$0	6,235	D
Restricted Stock Units⁽⁶⁾	⁽¹⁾	03/01/2026		M			7,026	⁽⁷⁾	⁽⁷⁾	Common stock	7,026	$0	14,054	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 15, 2023, under Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan.

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, 2023

4. 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.

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 March 1, 2024.

6. 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.

7. 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:

President, Fluid Handling Systems and Chief Technology Officer

	/s/ Denise Balog, on behalf of Christopher Couch 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 Christopher Couch report for Cooper-Standard (CPS)?

Christopher Couch reported exercising multiple restricted stock unit awards into Cooper-Standard common shares and related stock dispositions for tax withholding. The activity occurred on March 1, 2026 and reflects routine equity compensation events rather than open-market purchases or sales.

How many Cooper-Standard (CPS) shares does Christopher Couch own after these Form 4 transactions?

Following the reported March 1, 2026 transactions, Christopher Couch directly owns 42,432 shares of Cooper-Standard common stock. This figure comes after RSU conversions into shares and share dispositions used to satisfy associated tax liabilities on the vested awards.

What type of equity awards were involved in Christopher Couch’s Cooper-Standard (CPS) Form 4?

The Form 4 centers on time-based restricted stock units (RSUs) granted under Cooper-Standard’s 2021 Omnibus Incentive Plan. These RSUs convert into common shares as they vest, with one-third vesting on each of three anniversaries, subject to Couch’s continued employment with the company.

Why were some Cooper-Standard (CPS) shares disposed of in Christopher Couch’s Form 4?

Shares labeled with transaction code “F” were disposed of to pay tax liabilities tied to RSU vesting. Cooper-Standard used share withholding at a price of $38.44 per share to satisfy those taxes, rather than requiring Christopher Couch to pay cash separately.

Which Cooper-Standard (CPS) equity plans govern Christopher Couch’s RSUs in this Form 4?

The RSUs were granted under the Cooper-Standard Holdings Inc. 2021 Omnibus Incentive Plan, including amended and restated versions. Grants in 2023, 2024, and 2025 vest in three annual installments, contingent on Christopher Couch’s continued employment through each applicable vesting date.

Are Christopher Couch’s Cooper-Standard (CPS) Form 4 transactions open-market buys or sells?

The reported transactions are not open-market trades. They are exercises or conversions of restricted stock units into common stock, plus share dispositions coded “F” that represent tax-withholding events connected to those vestings, rather than discretionary market purchases or sales.