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REMENAR ROBERT J reported acquisition or exercise transactions in this Form 4 filing.
Cooper-Standard Holdings Inc. reported that director Robert J. Remenar received a grant of 3,937 time-based restricted stock units (RSUs) on common stock as director compensation. The RSUs were granted at no cash cost to him under the company’s 2021 Omnibus Incentive Plan.
Subject to his continued service as a director, these RSUs vest on the earlier of the first anniversary of the May 14, 2026 grant date or the date of the first annual shareholders meeting after that grant date, subject to any deferral election. After this grant, he holds 3,937 RSUs. The company may settle vested RSUs in either shares or cash equal to the fair market value at vesting.
Cooper-Standard Holdings director John G. Boss exercised 7,527 restricted stock units into common stock on May 14, 2026, increasing his direct holdings to 86,865 shares. He was also granted 3,937 new time-based RSUs that vest after one year or at the next annual shareholder meeting, subject to continued board service and plan terms allowing settlement in either shares or cash.
VAN OSS STEPHEN A reported acquisition or exercise transactions in this Form 4 filing.
Cooper-Standard Holdings Inc. director Stephen A. Van Oss received a grant of 3,937 time-based restricted stock units (RSUs) as director compensation. Each RSU represents one share of common stock or a cash amount equal to its fair market value when vested.
The RSUs were granted under the company’s 2021 Omnibus Incentive Plan, as amended and restated. They vest, subject to his continued service as a director, on the earlier of the first anniversary of the May 14, 2026 grant date or the first annual shareholders meeting after that date, subject to any deferral election.
Cooper-Standard Holdings Inc. held its Annual Meeting of Stockholders on May 14, 2026. As of the record date, 17,755,284 shares of common stock were outstanding, with 13,947,561 shares present or represented by proxy and entitled to vote.
All nine director nominees, including John G. Boss and Jeffrey S. Edwards, were elected for one-year terms expiring at the 2027 annual meeting. Stockholders approved on an advisory basis the compensation of the named executive officers, with 9,724,429 votes for, 256,127 against, and 109,234 abstentions, plus 3,857,771 broker non-votes.
Investors also ratified the Audit Committee’s appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 13,835,496 votes for, 107,264 against, and 4,801 abstentions.
Cooper-Standard Holdings Inc.: Millstreet Capital Management LLC filed an amendment to a Schedule 13G/A reporting 0.00 shares beneficially owned of Cooper-Standard common stock (CUSIP 21676P103).
The filing lists Millstreet Capital Management LLC and principals Brian D. Connolly and Craig M. Kelleher, shows 0.00% ownership, and is signed on 05/15/2026.
Cooper-Standard Holdings Inc. reported higher sales but a net loss for the quarter ended March 31, 2026, as refinancing costs and prior-year one-time income weighed on results. Sales rose to $686.4 million from $667.1 million, helped mainly by favorable foreign exchange.
Gross profit improved to $82.4 million, or 12.0% of sales, driven by manufacturing and purchasing savings that offset inflation in labor and overhead. However, the company recorded a net loss of $33.3 million versus net income of $1.6 million a year earlier, including a $24.2 million loss on refinancing and extinguishment of debt and the absence of about $10.0 million of prior-year royalty income.
Cooper-Standard refinanced its capital structure by issuing $1.1 billion of 9.250% Senior Secured First Lien Notes due 2031 and redeeming its 2026 and 2027 notes, extending maturities and reducing required cash interest. Operating cash flow was an outflow of $69.2 million, reflecting higher cash interest, lower net earnings, and increased tooling-related payments, while cash and cash equivalents declined to $118.5 million.
Cooper-Standard Holdings reported mixed first quarter 2026 results. Sales were $686.4 million, up 2.9% from $667.1 million a year earlier, with gross profit rising to $82.4 million from $77.2 million.
The company posted a net loss of $33.3 million, or $(1.85) per diluted share, compared to net income of $1.6 million, or $0.09 per diluted share, in the prior-year quarter. The loss included $24.2 million related to refinancing and extinguishment of debt and $4.6 million of restructuring charges.
On an adjusted basis, Cooper Standard recorded an adjusted net loss of $5.2 million, or $(0.29) per diluted share, versus adjusted net income of $3.5 million, or $0.19 per diluted share, last year. Adjusted EBITDA was $51.0 million, or 7.4% of sales, down from $58.7 million, or 8.8% of sales.
Net new business awards totaled $127.9 million in anticipated future annualized sales, including $31.8 million tied to battery electric or full-hybrid vehicle platforms. Cash and cash equivalents were $118.5 million, and total liquidity was $285.8 million as of March 31, 2026. Management stated it believes the company is on track to achieve or exceed its full-year 2026 sales and profitability guidance.
Cooper-Standard Holdings Inc. is asking stockholders to vote at its virtual 2026 annual meeting on May 14, 2026. Holders of 17,755,284 shares of common stock as of March 20, 2026 may vote to elect nine directors, approve a say-on-pay advisory resolution, and ratify Ernst & Young LLP as independent auditor for 2026.
The proxy highlights 2025 as the company’s strongest operational year, with margin expansion, positive cash flow and a 24% increase in operating income versus 2024, plus $298 million in net new business awards, 74% from innovation products. The Board emphasizes strong governance, with eight of nine director nominees independent, fully independent key committees, active risk oversight, and an enterprise risk management framework. Executive pay is positioned as pay-for-performance, using Adjusted EBITDA and Free Cash Flow in annual incentives and performance-based long-term equity, with changes informed by shareholder outreach after lower say-on-pay support in 2025. The proxy also stresses sustainability leadership, including repeated recognition by Newsweek and USA Today for responsibility and climate performance.
Cooper-Standard Holdings Inc: The Vanguard Group filed an amended Schedule 13G/A reporting beneficial ownership of 0 shares of Common Stock, representing 0%. The filing states this follows an internal realignment on January 12, 2026 under SEC Release No. 34-39538, with certain Vanguard subsidiaries reporting separately.
Cooper-Standard Holdings Inc. director David John Mastrocola reported three open-market purchases of common stock through a trust. Across March 11–13, the trust bought a total of 6,885 shares at prices ranging from $29.77 to $31.00 per share.
After these transactions, the trust’s indirect holdings increased to 25,000 shares of Cooper-Standard common stock. One trading day’s price of $29.77 is disclosed as a weighted-average price for multiple trades between $29.25 and $30.25.