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Cooper-Standard Holdings Inc.·4

Feb 17, 4:18 PM ET

Quinn Shannon B 4

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Cooper-Standard (CPS) President Quinn Shannon B Sells 2,304 Shares

What Happened
Quinn Shannon B, President, ISG at Cooper-Standard Holdings (CPS), had 2,304 derivative units converted to/into shares and those 2,304 shares were disposed to the issuer at $34.15 per share for proceeds of $78,682 on February 12, 2026. The filing also shows new equity awards: two time-based restricted stock unit (RSU) grants of 2,467 and 2,451 units (granted Feb 12, 2026) and performance-based stock units (PSUs) from prior grants that were deemed to satisfy certain performance conditions and converted/vested (per footnotes).

Key Details

  • Transaction date: February 12, 2026; filing date: February 17, 2026 (filed 5 days after the transaction). This may be outside the usual 2-business-day Form 4 filing window.
  • Sale/Disposition: 2,304 shares disposed to the issuer at $34.15 each = $78,682. (Transaction coded D)
  • Conversion/Exercise entries: 2,304 derivative units were converted/exercised (codes M); related entries show acquisition and immediate disposition (consistent with withholding/settlement).
  • Grants/Awards: RSUs of 2,467 and 2,451 shares reported as awards (codes A) with $0 per-share reported (standard for time-based grants).
  • Notable footnotes:
    • RSUs are settled by book-entry of shares when vested (F2, F3); one-third of one RSU grant vests on each of the first three anniversaries of March 1, 2026 (F4).
    • PSUs from prior grants were deemed to have met performance targets and are subject to settlement in cash or shares at the company’s discretion (F1, F5, F6, F8, F9). Some PSUs remain subject to continued employment through March 1, 2028 (F7).
  • Shares owned after the transaction: aggregate post-transaction holdings are not specified in the provided excerpt.

Context
The filing shows a conversion/vesting of derivative awards (PSUs/RSUs) and an immediate disposition of 2,304 shares to the issuer—a pattern commonly used to satisfy tax withholding or settle awards. RSU grants are time-based and vest over specified anniversaries; PSUs are performance-based and may be settled in cash or stock per the company’s plan. These award-related transactions are typically compensation-related rather than open-market investment buys or discretionary insider selling.