MIONIS ROBERT 4

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.