Zizelman James 4

What Happened

• James Zizelman, President, CEO and a director of Stoneridge, retired effective May 20, 2026 and on that date completed multiple equity-related transactions tied to his retirement. The filing shows conversions/exercises of derivative awards and dispositions to the issuer: 142,933 shares were disposed to the issuer at $6.89 for $984,808, 169,465 shares were surrendered (for tax/exercise obligations) at $6.89 totaling $1,167,614, and 193,799 derivative share units were listed as disposed at $0.00. The insider also shows conversions/acquisitions of derivative awards totaling 716,529 shares (aggregate of reported conversions/exercises).
• These transactions reflect retirement settlements (cash payment for phantom shares and vesting/settlement of performance/share units) rather than an open-market sale. Many items are derivativerelated (options/phantom/performance/share-unit settlements) and include net share surrender to cover taxes or cash settlement.

Key Details

• Transaction date: May 20, 2026; Form 4 filed May 22, 2026 (timely filing).
• Reported notable amounts: 142,933 shares disposed to issuer at $6.89 = $984,808; 169,465 shares surrendered at $6.89 = $1,167,614; other derivative dispositions include 193,799 shares reported at $0.00.
• Footnotes: Phantom shares were paid in cash upon retirement (F1, F2). Performance Shares vested and were payable one-for-one in common shares (total performance awards referenced in F3). Share Units from LTIP vested/payable upon retirement (F4).
• Shares owned after the transactions: not specified in the reported Form 4.

Context

• These were retirement-related settlements, not open-market purchases or routine insider market sales. Several transactions are coded as exercises/conversions of derivatives (M) with subsequent net dispositions to the issuer or for tax withholding (F), i.e., a net settlement or cashless-like treatment common when awards vest at termination.
• This filing does not indicate trading under a 10b5‑1 plan; it documents award settlement and tax-related share surrender tied to retirement.