Banas Jonathan P 4

What Happened
Jonathan P. Banas, EVP and CFO of Cooper‑Standard Holdings Inc. (CPS), had 10,644 vested performance units converted/settled and those 10,644 underlying shares were surrendered to the issuer (Disposition) at $34.15 per share for proceeds of $363,493. At the same time he was granted new equity awards: 12,333 time‑based RSUs and 11,947 performance‑based PSUs (both recorded as awards at $0 intrinsic cost).

Key Details

• Transaction date: February 12, 2026; Form 4 filed February 17, 2026.
• Sale/surrender: 10,644 shares disposed to the issuer at $34.15/share, total $363,493 (transaction code D).
• Awards granted: 12,333 RSUs (time‑based) and 11,947 PSUs (performance‑based) recorded as grants (transaction code A).
• Derivative entries: conversion/exercise/settlement of 10,644 derivative units also reported (codes M) as part of the vest/settlement process.
• Shares owned after transaction: Not disclosed on the provided report.
• Notable footnotes: PSUs may be settled in cash or shares per company plan (F1, F6); the RSUs and PSUs have standard vesting schedules and continued‑employment conditions (F2–F5, F7–F9).

Context
This appears to be a routine equity‑award vesting/settlement plus surrender of vested shares (commonly done to satisfy tax withholding) rather than an open‑market sale signaling a directional bet. The grants (RSUs and PSUs) are awards with future vesting conditions; the PSU settlement mechanism allows the company to pay cash or issue shares. The filing shows the mechanics of equity compensation and withholding rather than a discretionary sale or purchase.