Ray James R Jr 4
4 · Commercial Vehicle Group, Inc. · Filed Jun 11, 2026
Research Summary
AI-generated summary of this filing
CVGI Director Ray James Surrenders 85k, Receives 420k Restricted Shares
What Happened
Ray James R Jr (identified as a Director in the Form 4; the footnotes also refer to him as the Company's President & CEO) surrendered 85,031 unvested restricted shares back to Commercial Vehicle Group, Inc. on April 22, 2026, and on June 2, 2026 the Compensation Committee granted him two restricted stock awards totaling 420,110 shares (85,031 and 335,079). All transactions show $0.00 per share because these were disposals to the issuer (surrender) and grants of restricted stock, not open-market sales or purchases. Net effect: Mr. James received 420,110 awards and surrendered 85,031 shares, for a net increase of 335,079 restricted shares.
Key Details
- Transaction types and dates:
- Apr 22, 2026 — Disposition to issuer (surrender) of 85,031 unvested restricted shares (price $0.00).
- Jun 2, 2026 — Grants/awards of 85,031 and 335,079 restricted shares (each at $0.00).
- Vesting and sale restrictions:
- The granted shares vest on the date Mr. James reaches the company's "Rule of 66" retirement age; for these grants that date is January 4, 2027.
- These shares cannot be sold for one year after the vesting date.
- Why this happened: The April surrender was to cure an inadvertent Plan share-limit exceedance from an earlier 2025 grant (the original award exceeded the Plan limit by 85,031 shares).
- Net change: +335,079 restricted shares (420,110 granted minus 85,031 surrendered).
- Filing timeliness: The Form 4 was filed on June 11, 2026. The April 22 and June 2 transactions were reported after the typical Form 4 two-business-day deadline (the filing is late), which is noted for investors tracking timely insider reporting.
Context
These transactions are structured as restricted stock awards and a corrective surrender to comply with the company’s equity plan limits. Restricted stock grants vest on a future service/retirement date and include post-vesting sale restrictions; such awards are not open-market purchases and do not represent immediate cash transactions.
Insider Transaction Report
- Disposition to Issuer
Common Stock, $0.01 par value
[F1]2026-04-22−85,031→ 873,384 total - Award
Common Stock, $0.01 par value
[F2]2026-06-02+85,031→ 958,415 total - Award
Common Stock, $0.01 par value
[F3]2026-06-02+335,079→ 1,293,494 total
Footnotes (3)
- [F1]As disclosed in a Form 8-K filed with the SEC on April 24, 2026, on June 10, 2025, the Compensation Committee (the Committee) of Commercial Vehicle Group, Inc. (the Company) granted 805,031 shares of restricted stock pursuant to the Company's Amended and Restated 2020 Equity Incentive Plan (the Plan) to Mr. James Ray, the Company's President and Chief Executive Officer. It came to the attention of the Committee that, in light of the significant fluctuation in the Company's stock price, the original grant to Mr. Ray exceeded the Plan share limitation by 85,031 shares. Effective April 22, 2026, Mr. Ray agreed to surrender and transfer to the Company for no consideration, all right, title and interest in and to 85,031 unvested shares of such restricted stock award so that the original grant will comply with the requirements of the Plan.
- [F2]On June 2, 2026, the Committee granted to Mr. Ray 85,031 shares of restricted stock. These shares will vest on the date Mr. Ray reaches retirement age (the Rule of 66). For purposes of this grant, the Rule of 66 date will be January 4, 2027. These shares cannot be sold for a period of one-year from the vesting date.
- [F3]These shares will vest on date Mr. Ray reaches the Rule of 66. For purposes of this grant, the Rule of 66 date will be January 4, 2027. These shares cannot be sold for a period of one-year from the vesting date.