Phillips Jason 4
4 · CELESTICA INC · Filed Feb 6, 2026
Research Summary
AI-generated summary of this filing
Celestica (CLS) President Jason Phillips Sells 120,000 Shares
What Happened
- Jason Phillips, President of Celestica Inc. (CLS), reported the vesting of 2,537 RSUs (converted to common shares at $0) on Feb 4, 2026 and subsequent open-market sales of 120,000 shares. He sold 20,000 shares on Feb 5 at $300.01 ($6,000,200) and 100,000 shares on Feb 6 at $308.92 ($30,892,000), totaling $36,892,200. The filing also shows 1,116 shares were withheld to satisfy tax withholding related to the RSU vesting (valued at $297.45 per share, ~$331,954).
Key Details
- Transaction dates & prices:
- Feb 4, 2026: 2,537 RSUs vested/converted to shares @ $0.00 (M)
- Feb 4, 2026: 1,116 shares withheld for taxes @ $297.45 (F) — $331,954
- Feb 5, 2026: Open-market sale of 20,000 shares @ $300.01 — $6,000,200
- Feb 6, 2026: Open-market sale of 100,000 shares @ $308.92 — $30,892,000
- Shares owned after transaction: Not specified in the provided filing details.
- Notable footnotes:
- F1: Filing notes an amendment to a prior Form 3 (filed Feb 6, 2026) adding 18,505 shares that had been inadvertently omitted from earlier reports.
- F2–F4: The converted securities were RSUs (each RSU = one share or cash equivalent). The Feb 4 vesting equals one-third of a 7,611 RSU grant made Feb 4, 2025; 1,116 of the vested shares were withheld for tax.
- Filing timeliness: Report filed Feb 6, 2026 for transactions beginning Feb 4, 2026 — no indication in the report that the filing was late.
Context
- The Feb 4 lines reflect RSU vesting (conversion to shares at $0); the simultaneous tax-withholding is routine (shares withheld to cover withholding obligations). The large Feb 5–6 sales were open-market disposals of previously held shares (not purchases), and represent liquidity events rather than an obvious buy-side signal. The Form 3 amendment adding 18,505 previously omitted shares affects past ownership disclosure but does not change the facts of these sales.
Insider Transaction Report
Form 4
Phillips Jason
President
Transactions
- Exercise/Conversion
Common Shares
[F1]2026-02-04+2,537→ 133,700 total - Tax Payment
Common Shares
[F2]2026-02-04$297.45/sh−1,116$331,954→ 132,584 total - Sale
Common Shares
2026-02-05$300.01/sh−20,000$6,000,200→ 112,584 total - Sale
Common Shares
2026-02-06$308.92/sh−100,000$30,892,000→ 12,584 total - Exercise/Conversion
Restricted Share Units
[F3][F4]2026-02-04−2,537→ 5,074 total→ Common Shares (2,537 underlying)
Footnotes (4)
- [F1]Includes 18,505 common shares that were inadvertently omitted from the reporting person's previous filings, as reported on the Form 3 amendment filed on February 6, 2026.
- [F2]Shares withheld to satisfy tax withholding obligations arising out of the vesting of restricted share units ("RSUs").
- [F3]Each RSU represents a contingent right to receive one common share or an equivalent value in cash.
- [F4]On February 4, 2025, the reporting person was granted 7,611 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|2026-02-06