Form 4: Cooper-Standard Holdings Inc. Chairman and CEO, Jeffrey S. Edwards, Reports Changes in Beneficial Ownership

Jeffrey S. Edwards, Chairman and CEO of Cooper-Standard Holdings Inc., reports changes in beneficial ownership of company stock due to the vesting of restricted stock units.

Summary

• On March 1, 2025, Jeffrey S. Edwards, Chairman and CEO of Cooper-Standard Holdings Inc., reported changes in his beneficial ownership of the company's common stock.
• These changes are primarily due to the vesting of restricted stock units (RSUs) granted under the company's 2021 Omnibus Incentive Plan.
• Specifically, 23,414 RSUs granted on February 16, 2022, vested, resulting in the acquisition of 23,414 shares.
• Additionally, 34,585 RSUs granted on February 15, 2023, vested, leading to the acquisition of 34,585 shares.
• Furthermore, 29,612 RSUs granted on February 14, 2024, vested, resulting in the acquisition of 29,612 shares.
• Edwards also disposed of 36,346 shares at a price of $15.14.
• Following these transactions, Edwards directly owns 318,742 shares of common stock.
• He also indirectly owns 13,200 shares through a family trust and 22,900 shares through a living trust.
• The reporting person's continued employment with the company or its affiliates through the applicable vesting date is required for the RSUs to vest.

Sentiment

Score: 6

Explanation: The document primarily reflects routine transactions related to executive compensation. The vesting of RSUs is a positive sign of continued service, while the disposal of shares is a neutral event unless it signals a larger trend or concern.

Positives

• The vesting of RSUs indicates that Edwards has met the service requirements associated with those grants, suggesting continued engagement with the company.

Negatives

• The disposal of 36,346 shares, while potentially for personal financial management, could be interpreted negatively by some investors if they perceive it as a lack of confidence in the company's future performance.

Risks

• The value of the shares held by Edwards is subject to market fluctuations, which could impact his personal wealth.
• Any future disposals of shares by Edwards could put downward pressure on the company's stock price.

Future Outlook

The vesting schedule of the RSUs suggests continued employment of the reporting person with the company or its affiliates through the applicable vesting dates.

Industry Context

Form 4 filings are a routine part of corporate governance, providing transparency into the trading activities of company insiders. Investors often monitor these filings to gauge management's sentiment and confidence in the company's prospects.

Comparison to Industry Standards

• Executive compensation packages often include RSUs as a way to align management's interests with those of shareholders.
• The vesting schedules described in the document (one-third vesting annually over three years) are fairly standard in the industry.
• Comparing the size of Edwards' holdings and transactions to those of executives at comparable automotive suppliers (e.g., Magna International, Lear Corporation) could provide additional context.

Stakeholder Impact

• The vesting of RSUs and subsequent disposal of shares could have a minor impact on shareholders, depending on their interpretation of the transactions.
• The continued employment of Edwards, as implied by the vesting schedule, is a positive sign for employees.

Key Dates