CELESTICA INC·4

Feb 6, 4:20 PM ET

Cooper Todd C 4

4 · CELESTICA INC · Filed Feb 6, 2026

Research Summary

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Celestica (CLS) President Todd Cooper Exercises RSUs and Sells Shares

What Happened
Todd C. Cooper, President of Celestica Inc. (CLS), had 1,986 restricted share units (RSUs) convert to common shares on Feb 4, 2026. Of those resulting shares, 921 were withheld to satisfy tax withholding obligations (value reported $283.51/share, $261,113 total) and 1,065 shares were sold in the open market at $283.51 each for proceeds of $301,938. The RSU conversion is reported as a derivative exercise/conversion (code M) with no exercise price.

Key Details

  • Transaction date: Feb 4, 2026; Form 4 filed Feb 6, 2026 (timely filing).
  • Conversion: 1,986 RSUs converted to 1,986 shares at $0 exercise price.
  • Tax withholding: 921 shares withheld @ $283.51 = $261,113 (code F).
  • Open-market sale: 1,065 shares sold @ $283.51 = $301,938 (code S).
  • Footnotes: RSUs represent a contingent right to one common share (F2). The grant was originally 5,957 RSUs on Feb 4, 2025 that vest ratably over three years (F3). Withholding was to satisfy tax obligations from vesting (F1).
  • Shares owned after the transaction: not specified in the provided filing.

Context
This was a routine RSU vesting event with shares withheld for taxes and the remaining shares sold—commonly done by executives to cover tax liability rather than a directional bet on the stock. The filing shows conversion and immediate dispositions (cashless-like treatment for tax withholding), not a purchase that would be interpreted as a bullish signal.

Insider Transaction Report

Form 4
Period: 2026-02-04
Cooper Todd C
President
Transactions
  • Exercise/Conversion

    Common Shares

    2026-02-04+1,986110,956 total
  • Tax Payment

    Common Shares

    [F1]
    2026-02-04$283.51/sh921$261,113110,035 total
  • Sale

    Common Shares

    2026-02-04$283.51/sh1,065$301,938108,970 total
  • Exercise/Conversion

    Restricted Share Units

    [F2][F3]
    2026-02-041,9863,971 total
    Common Shares (1,986 underlying)
Footnotes (3)
  • [F1]Shares withheld to satisfy tax withholding obligations arising out of the vesting of restricted share units ("RSUs").
  • [F2]Each RSU represents a contingent right to receive one common share or an equivalent value in cash.
  • [F3]On February 4, 2025, the reporting person was granted 5,957 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

Documents

1 file
  • 4
    ownership.xmlPrimary

    4