MIONIS ROBERT 4

4 · CELESTICA INC · Filed Feb 3, 2026

AI-generated summary of this filing

Updated Feb 3, 2026

Celestica (CLS) CEO Robert Mionis Exercises Awards, Withholds Shares

What Happened

Robert Mionis, CEO of Celestica Inc. (CLS), had performance/share units convert to common shares and a portion of those shares were withheld to satisfy tax withholding. On Feb 2, 2026, 814,060 shares were issued on conversion (780,376 + 33,684). Of those, 320,333 shares were withheld/treated as disposed to cover tax obligations at $280.99 per share, generating proceeds/value of $86,285,847 and $3,724,522 respectively (combined ~$90,010,369). On Feb 3, 2026 he was also granted 23,009 new RSUs that vest over three years.

Key Details

Transaction dates and prices:
- Feb 2, 2026: Conversion/exercise of derivatives (M) — 780,376 and 33,684 shares issued at $0.00 (derivative conversion).
- Feb 2, 2026: Shares withheld for tax/payment (F) — 307,078 and 13,255 shares disposed at $280.99 (values $86,285,847 and $3,724,522).
- Feb 3, 2026: Grant (A) — 23,009 RSUs awarded (vesting over three years).
Total shares withheld/disposed to cover taxes: 320,333; combined value ≈ $90,010,369.
Shares owned after transaction: not specified in the filing.
Notable footnotes:
- Shares were withheld to satisfy tax withholding on vested RSUs/PSUs (F1).
- PSUs were certified at 200% of target and issued after vesting (F2–F3).
- New RSU grant on Feb 3, 2026 vests ratably over three years (F6).
Filing timeliness: Report covers transactions on 2026-02-02 and was filed 2026-02-03 (appears timely).

Context

These entries reflect conversion/settlement of RSUs/PSUs and a net share settlement (cashless) where a portion of newly issued shares are withheld to satisfy tax obligations — a common, routine practice that is not the same as an open-market sell order.
The filing shows a large notional value due to the market price used for tax withholding but does not necessarily indicate proactive open-market selling for investment reasons.

Form 4

Period: 2026-02-02

DirectorChief Executive Officer

Transactions

Exercise/Conversion
Common Shares
2026-02-02+780,376→ 1,289,382 total
Tax Payment
Common Shares
[F1]
2026-02-02$280.99/sh−307,078$86,285,847→ 982,304 total
Exercise/Conversion
Common Shares
2026-02-02+33,684→ 1,015,988 total
Tax Payment
Common Shares
[F1]
2026-02-02$280.99/sh−13,255$3,724,522→ 1,002,733 total
Exercise/Conversion
Performance Share Units
[F2][F3]
2026-02-02−780,376→ 0 total
From: 2026-01-31→ Common Shares (780,376 underlying)
Exercise/Conversion
Restricted Share Units
[F4][F5]
2026-02-02−33,684→ 33,684 total
→ Common Shares (33,684 underlying)
Award
Restricted Share Units
[F4][F6]
2026-02-03+23,009→ 23,009 total
→ Common Shares (23,009 underlying)

Footnotes (6)

[F1]Shares withheld to satisfy tax withholding obligations arising out of the vesting of restricted share units ("RSUs") or performance share units ("PSUs"), as applicable.
[F2]Each PSU represents a contingent right to receive one common share or an equivalent value in cash.
[F3]Reflects PSUs deemed earned upon Human Resources and Compensation Committee certification of the achievement of pre-established performance parameters at 200% of the target. The common shares underlying these PSUs were issued to the reporting person following the vest on January 31, 2026.
[F4]Each RSU represents a contingent right to receive one common share or an equivalent value in cash.
[F5]On February 2, 2024, the reporting person was granted 101,052 RSUs, which vest ratably over a three-year period on each of the first and second anniversaries of the grant date and on December 1 following the second anniversary of the grant date.
[F6]On February 3, 2026, the reporting person was granted 23,009 RSUs, which vest ratably over a three-year period on each of the first and second anniversaries of the grant date and on December 1 following the second anniversary of the grant date.

Signature

/s/ Tracy Connelly McGilley, attorney-in-fact|2026-02-03

1 file