Basic Stats
| LEI | 549300VVOH2RQP5YMB08 |
| CIK | 1320461 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cooper-Standard Holdings Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 1, 2025 |
Cooper Standard Raises Full Year Adjusted EBITDA Guidance as Second Quarter and First Half Results Exceed Expectations NORTHVILLE, Mich. |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – July 31, 2025 COOPER-STANDARD HOLDINGS INC. |
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| May 29, 2025 |
Conflict Minerals Report for the year ending December 31, 2024 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2024 SECTION I. INTRODUCTION 1.The Rule This report for the year ended December 31, 2024, is presented to comply with Rule 13p-1 (“Rule”) under the Securities Exchange Act of 1934 (“Exchange Act”). The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and disc |
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| May 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 40300Traditions Drive, Northville, Michigan 48168 (Address of prin |
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| May 15, 2025 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. AMENDED AND RESTATED 2021 OMNIBUS INCENTIVE PLAN (as amended and restated effective May 15, 2025) 1. Purposes; History (a) The purpose of the Plan is to aid the Company and its Affiliates in recruiting and retaining employees and non-employee directors of outstanding ability and to motivate such employees and non-employee directors to exert their best eff |
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| May 15, 2025 |
Registration No. 333- As filed with the Securities and Exchange Commission on May 15, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 20-1945088 (State or other jurisdiction of incorporation) (IRS Employer Identifi |
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| May 15, 2025 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) COOPER-STANDARD HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, p |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 15, 2025 COOPER-STANDARD HOLDINGS INC. |
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| May 2, 2025 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”), which relates to a grant of performance-vesting Restricted Stock Units (“PUs”) made on [DATE] (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page he |
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| May 2, 2025 |
World Headquarters June 28, 2023 MaryAnn Peterson Kanary Dear MaryAnn, On behalf of Cooper-Standard, I am pleased to confirm our offer of employment to you as Senior Vice President, Chief Legal Officer and Secretary of Cooper-Standard Holdings Inc. |
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| May 2, 2025 |
Cooper Standard Reports Robust Operating Performance and Significant Margin Improvement in the First Quarter of 2025 NORTHVILLE, Mich. |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 1, 2025 COOPER-STANDARD HOLDINGS INC. |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER- |
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| May 2, 2025 |
Exhibit 10.3 MAKE-WHOLE COMPENSATION AGREEMENT THIS AGREEMENT made June 28, 2023, by and between MaryAnn Peterson Kanary (hereinafter referred to as "the Employee") and Cooper-Standard Automotive Inc. (hereinafter referred to as "the Company"). WHEREAS, the Employee wishes to receive a Make-Whole Compensation; and, WHEREAS, the Company is willing to provide such Make-Whole Compensation under certa |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| April 3, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| February 14, 2025 |
Improved Operating Income and Positive Cash Flow Highlight Cooper Standard's Fourth Quarter and Full Year 2024 Results NORTHVILLE, Mich. |
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| February 14, 2025 |
Exhibit 10.47 COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”), which relates to a grant of performance-vesting Restricted Stock Units (“PUs”) made on [Grant Date] (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature |
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| February 14, 2025 |
List of Subsidiaries of Cooper-Standard Holdings Inc. Exhibit 21.1 Subsidiaries of Cooper-Standard Holdings Inc. (1) Subsidiary Name Jurisdiction of Organization Cooper-Standard Automotive (Australia) Pty. Ltd. Australia CSA (Barbados) Investment Co. Ltd. Barbados Cooper-Standard Automotive Brasil Sealing Ltda. Brazil Itatiaia Standard Industrial Ltda. Brazil Cooper-Standard Automotive Canada Limited Canada Cooper (Wuhu) Automotive Co., Ltd. China Co |
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| February 14, 2025 |
Cooper-Standard Holdings Inc. Securities Trading Policy as amended through May 30, 2024. Exhibit 19.1 SECURITIES TRADING POLICY 1. INTRODUCTION The securities laws of the U.S. and certain other countries prohibit the use of material, non-public information in connection with the purchase or sale of securities, known as insider trading. Individuals violating insider trading laws may be subject to serious civil and criminal punishment. Such violations may also subject Cooper-Standard Ho |
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| February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36127 COOPER-STANDARD |
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| February 14, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – February 13, 2025 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (C |
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| November 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – October 31, 2024 COOPER-STANDARD HOLDINGS INC. |
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| November 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COO |
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| November 1, 2024 |
Cooper Standard Reports Third Quarter Results; Continuing Lean Initiatives Delivering Cost Savings as Planned NORTHVILLE, Mich. |
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| August 2, 2024 |
EXHIBIT 10.1 EXECUTION VERSION AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT This AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT (this “Agreement”) is entered into as of May 6, 2024, by and among CS INTERMEDIATE HOLDCO 1 LLC, a Delaware limited liability company (“Holdings”), COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (the “U.S. Borrower”), COOPER-STANDARD AU |
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| August 2, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – August 1, 2024 COOPER-STANDARD HOLDINGS INC. |
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| August 2, 2024 |
Cooper Standard Second Quarter Gross Profit Ramps Higher; Further Margin Expansion Expected in Second Half of the Year NORTHVILLE, Mich. |
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| August 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| May 30, 2024 |
Conflict Minerals Report for the year ending December 31, 2023 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2023 SECTION I. INTRODUCTION 1.The Rule This report for the year ended December 31, 2023, is presented to comply with Rule 13p-1 (“Rule”) under the Securities Exchange Act of 1934 (“Exchange Act”). The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and disc |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 40300Traditions Drive, Northville, Michigan 48168 (Address of prin |
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| May 21, 2024 |
Cooper-Standard Holdings Inc. 40300 Traditions Drive Northville, Michigan 48168 Cooper-Standard Holdings Inc. 40300 Traditions Drive Northville, Michigan 48168 May 21, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, D.C. 20549 Re: Cooper-Standard Holdings Inc. Form 10-K for the Year Ended December 31, 2023 Filed February 16, 2024 File No. 001-36127 Dear Ms. Pyles and Ms. Erlanger, On behalf of |
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| May 20, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 16, 2024 COOPER-STANDARD HOLDINGS INC. |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 6, 2024 COOPER-STANDARD HOLDINGS INC. |
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| May 7, 2024 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”), which relates to a grant of performance-vesting Restricted Stock Units (“PUs”) made on [Grant Date] (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature p |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER- |
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| May 7, 2024 |
Cooper Standard Reports Continuing Year-over-year Margin Improvement in First Quarter 2024, Sees Upside to Full-year Guidance NORTHVILLE, Mich. |
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| May 7, 2024 |
Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF COOPER-STANDARD HOLDINGS INC., a Delaware corporation (the “Corporation”) (As Amended and Restated Effective May 7, 2024) AMENDED AND RESTATED BY-LAWS OF COOPER-STANDARD HOLDINGS INC. ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 4, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| February 16, 2024 |
Improved Cash Flow Highlights Cooper Standard's Fourth Quarter and Full Year 2023 Results Improved Cash Flow Highlights Cooper Standard's Fourth Quarter and Full Year 2023 Results NORTHVILLE, Mich. |
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| February 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36127 COOPER-STANDARD |
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| February 16, 2024 |
List of Subsidiaries of Cooper-Standard Holdings Inc. Exhibit 21.1 Subsidiaries of Cooper-Standard Holdings Inc. (1) Subsidiary Name Jurisdiction of Organization Cooper-Standard Automotive (Australia) Pty. Ltd. Australia CSA (Barbados) Investment Co. Ltd. Barbados Cooper-Standard Automotive Brasil Sealing Ltda. Brazil Itatiaia Standard Industrial Ltda. Brazil Cooper-Standard Automotive Canada Limited Canada Cooper (Wuhu) Automotive Co., Ltd. China Co |
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| February 16, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – February 15, 2024 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (C |
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| February 16, 2024 |
Cooper-Standard Holdings Inc. Incentive Compensation Clawback Policy. Exhibit 97.1 COOPER-STANDARD HOLDINGS INC. Incentive Compensation Clawback Policy (As Adopted on October 10, 2023 Pursuant to NYSE Rule 303A.14) 1.Overview. The Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Cooper-Standard Holdings Inc. (the “Company”) has adopted this Incentive Compensation Clawback Policy (the “Policy”) which requires the recoupment of certa |
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| February 14, 2024 |
CPS / Cooper-Standard Holdings Inc. / Divisar Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| February 13, 2024 |
CPS / Cooper-Standard Holdings Inc. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Cooper-Standard Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 21676P103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1 |
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| February 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – February 12, 2024 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (C |
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| February 12, 2024 |
Exhibit 99 NEWS RELEASE Contact: Chris Andrews Cooper Standard (248) 596-6217 candrews@cooperstandard. |
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| February 9, 2024 |
SC 13G/A 1 cpsa120824.htm CHARLES SCHWAB INVESTMENT MANAGEMENT INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cooper-Standard Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement |
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| February 7, 2024 |
CPS / Cooper-Standard Holdings Inc. / THRIVENT FINANCIAL FOR LUTHERANS Passive Investment SC 13G/A 1 tfl13ga5cooper.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – January 23, 2024 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Co |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COO |
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| November 3, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – November 2, 2023 COOPER-STANDARD HOLDINGS INC. |
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| November 3, 2023 |
Cooper Standard Reports Strong Third Quarter Results, Raises Full Year 2023 Guidance Cooper Standard Reports Strong Third Quarter Results, Raises Full Year 2023 Guidance NORTHVILLE, Mich. |
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| September 19, 2023 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 18, 2023 COOPER-STANDARD HOLDINGS INC. |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| August 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – August 3, 2023 COOPER-STANDARD HOLDINGS INC. |
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| August 4, 2023 |
Strong Sales Growth and Continuing Margin Improvement Highlight Cooper Standard's Second Quarter 2023 Results NORTHVILLE, Mich. |
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| May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 18, 2023 COOPER-STANDARD HOLDINGS INC. |
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| May 18, 2023 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) COOPER-STANDARD HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, p |
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| May 18, 2023 |
Registration No. 333- As filed with the Securities and Exchange Commission on May 18, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware 20-1945088 (State or other jurisdiction of incorporation) (IRS Employer Identifi |
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| May 18, 2023 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. AMENDED AND RESTATED 2021 OMNIBUS INCENTIVE PLAN (as amended and restated effective May 18, 2023) 1. Purposes; History (a) The purpose of the Plan is to aid the Company and its Affiliates in recruiting and retaining employees and non-employee directors of outstanding ability and to motivate such employees and non-employee directors to exert their best eff |
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| May 4, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 3, 2023 COOPER-STANDARD HOLDINGS INC. |
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| May 4, 2023 |
Exhibit 10.2 COOPER-STANDARD HOLDINGS INC. CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (t |
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| May 4, 2023 |
Exhibit 10.3 COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units (“RSUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participant”): R E C I |
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| May 4, 2023 |
Year-over-year Sales Growth and Gross Profit Improvement Highlight Cooper Standard's First Quarter 2023 Results NORTHVILLE, Mich. |
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| May 4, 2023 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (t |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER- |
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| April 26, 2023 |
Conflict Minerals Report for the year ending December 31, 2022 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2022 SECTION I. INTRODUCTION 1.The Rule This report for the year ended December 31, 2022, is presented to comply with Rule 13p-1 (“Rule”) under the Securities Exchange Act of 1934 (“Exchange Act”). The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and disc |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 40300Traditions Drive, Northville, Michigan 48168 (Address of prin |
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| April 6, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| March 10, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| February 17, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – February 16, 2023 COOPER-STANDARD HOLDINGS INC. |
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| February 17, 2023 |
List of Subsidiaries of Cooper-Standard Holdings Inc. Exhibit 21.1 Subsidiaries of Cooper-Standard Holdings Inc. (1) Subsidiary Name Jurisdiction of Organization Cooper-Standard Automotive (Australia) Pty. Ltd. Australia CSA (Barbados) Investment Co. Ltd. Barbados Cooper-Standard Automotive Brasil Sealing Ltda. Brazil Itatiaia Standard Industrial Ltda. Brazil Cooper-Standard Automotive Canada Limited Canada Cooper (Wuhu) Automotive Co., Ltd. China Co |
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| February 17, 2023 |
Exhibit 4.3 DESCRIPTION OF SECURITIES Authorized Capital Stock We have the authority to issue a total of 200,000,000 shares of capital stock, consisting of 190,000,000 shares of common stock, par value $0.001 per share and 10,000,000 shares of preferred stock, par value $0.001 per share, of which, 2,000,000 shares are currently designated as Series A Junior Participating Preferred Stock. Common St |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36127 COOPER-STANDARD |
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| February 17, 2023 |
Cooper Standard Reports Fourth Quarter and Full Year 2022 Results and Provides Guidance for Improved Full Year 2023 Outlook NORTHVILLE, Mich. |
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| February 14, 2023 |
CPS / Cooper-Standard Holdings Inc / TOWLE & CO Passive Investment SC 13G/A 1 towelcps123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des |
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| February 14, 2023 |
CPS / Cooper-Standard Holdings Inc / Divisar Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| February 14, 2023 |
AGREEMENT JOINT FILING OF SCHEDULE 13G EX-99.1 2 exhibit99-1.htm EXHIBIT 99.1 AGREEMENT JOINT FILING OF SCHEDULE 13G Each of the undersigned hereby agrees to file jointly the Schedule 13G to which this Agreement is attached, and any amendments to the Schedule 13G (the “Schedule 13G”) filed with respect to the common stock of Cooper-Standard Holdings Inc., which may be deemed necessary, pursuant to Regulation 13D-G under the Securities |
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| February 14, 2023 |
CPS / Cooper-Standard Holdings Inc / Millstreet Capital Management LLC Passive Investment SC 13G 1 schedule13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 9, 2023 |
CPS / Cooper-Standard Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Cooper-Standard Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 21676P103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 8, 2023 |
CPS / Cooper-Standard Holdings Inc / THRIVENT FINANCIAL FOR LUTHERANS Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 3, 2023 |
SC 13G 1 cps12523.htm CHARLES SCHWAB INVESTMENT MANAGEMENT INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cooper-Standard Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate |
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| January 30, 2023 |
Exhibit 4.1 Execution Version COOPER-STANDARD AUTOMOTIVE INC. as Issuer, the Guarantors named herein and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee and Collateral Agent INDENTURE Dated as of January 27, 2023 13.50% Cash Pay / PIK Toggle Senior Secured First Lien Notes due 2027 TABLE OF CONTENTS Page Article I. DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions. 1 Sec |
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| January 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – January 27, 2023 COOPER-STANDARD HOLDINGS INC. |
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| January 30, 2023 |
Exhibit 4.2 Execution Version COOPER-STANDARD AUTOMOTIVE INC. as Issuer, the Guarantors named herein and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee and Collateral Agent INDENTURE Dated as of January 27, 2023 5.625% Cash Pay / 10.625% PIK Toggle Senior Secured Third Lien Notes due 2027 TABLE OF CONTENTS Page Article I. DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definition |
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| January 30, 2023 |
Cooper Standard Announces Successful Completion of Previously Announced Refinancing Transactions Exhibit 99.1 NEWS RELEASE Cooper Standard Announces Successful Completion of Previously Announced Refinancing Transactions NORTHVILLE, Mich., January 30, 2023 - Cooper-Standard Holdings Inc. (NYSE: CPS) (“CPS”) today announced the completion by CPS’s wholly owned subsidiary, Cooper-Standard Automotive Inc. (the “Issuer”), of its previously announced refinancing transactions (the “Refinancing Trans |
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| January 23, 2023 |
Exhibit 99.1 NEWS RELEASE Cooper Standard Announces Expiration and Final Results of Previously Announced Concurrent Notes Offering, Exchange Offer and Consent Solicitation for Existing Senior Notes in Refinancing Transactions NORTHVILLE, Mich., January 23, 2023 - Cooper-Standard Holdings Inc. (NYSE: CPS) (“CPS”) today announced that: •its previously announced Concurrent Notes Offering, Exchange Of |
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| January 23, 2023 |
Exhibit 4.1 Execution Version FIRST SUPPLEMENTAL INDENTURE This FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of January 20, 2023, is among Cooper-Standard Automotive Inc., an Ohio corporation (the “Issuer”), the guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association (successor in interest to U.S. Bank National Association), as t |
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| January 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – January 18, 2023 COOPER-STANDARD HOLDINGS INC. |
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| December 20, 2022 |
Exhibit 10.1 Execution Version BACKSTOP COMMITMENT AGREEMENT BACKSTOP COMMITMENT AGREEMENT, dated as of December 19, 2022 (this “Agreement”), among Cooper-Standard Automotive Inc., an Ohio corporation (the “Company”), and the parties set forth on Schedule 1 hereto (together with their respective successors and permitted assigns, each a “Backstop Party” and collectively, the “Backstop Parties”). Th |
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| December 20, 2022 |
Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT This AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT (this “Agreement”) is entered into as of December 19, 2022 by and among CS INTERMEDIATE HOLDCO 1 LLC, a Delaware limited liability company (“Holdings”), COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (the “U.S. Borrower”), COOPER-STANDA |
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| December 20, 2022 |
Exhibit 10.3 AMENDMENT NO. 1 TO THE TRANSACTION SUPPORT AGREEMENT COOPER-STANDARD AUTOMOTIVE INC. December 15, 2022 This Amendment No. 1 (the “Amendment”), dated as of the date written above, to that certain Transaction Support Agreement, dated as of November 15, 2022 (together with the Transaction Term Sheet and the other exhibits and schedules attached thereto, the “Agreement”) is entered into b |
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| December 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – December 15, 2022 COOPER-STANDARD HOLDINGS INC. |
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| December 20, 2022 |
Exhibit 99.1 NEWS RELEASE Cooper Standard Announces Fully Backstopped Private Offering of New First Lien Notes and Private Exchange Offer and Consent Solicitation for Existing Senior Notes as Part of Refinancing Transactions NORTHVILLE, Mich., December 19, 2022 - Cooper-Standard Holdings Inc. (NYSE: CPS) (“CPS”) today announced the commencement by CPS’ wholly-owned subsidiary, Cooper Standard Auto |
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| November 18, 2022 |
8-A12B/A 1 form8-aarerightsagreementa.htm 8-A12B/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 2 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of in |
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| November 15, 2022 |
Cooper Standard Announces Execution of Transaction Support Agreement Exhibit 99.1 NEWS RELEASE Cooper Standard Announces Execution of Transaction Support Agreement NORTHVILLE, Mich., November 15, 2022 - Cooper-Standard Holdings Inc. (NYSE: CPS) (?CPS?) today announced it and certain of its subsidiaries had entered into a transaction support agreement (the ?TSA?) with an ad hoc committee of holders (the ?Consenting Noteholders?) of approximately 62.7% of the aggrega |
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| November 15, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? November 15, 2022 COOPER-STANDARD HOLDINGS INC. |
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| November 15, 2022 |
Exhibit 10.1 Execution Version TRANSACTION SUPPORT AGREEMENT COOPER-STANDARD AUTOMOTIVE INC. November 15, 2022 This TRANSACTION SUPPORT AGREEMENT (together with the Transaction Term Sheet (as defined below) and the other exhibits and schedules attached hereto, each of which is incorporated as if it is fully set forth herein in the first instance, and as may be amended, restated, supplemented, or o |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A Amendment No. 1 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 20-1945088 (IRS Employer Identificatio |
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| November 7, 2022 |
Exhibit 99.1 Cooper Standard Adopts Tax Benefits Preservation Plan to Protect its Tax Benefits and Shareholder Value NORTHVILLE, Mich., November 7, 2022 – Cooper-Standard Holdings Inc. (“Cooper Standard” or the “Company”) (NYSE: CPS) today announced that its Board of Directors (the “Board”) adopted a tax benefits preservation plan (the “Rights Agreement”) in an effort to protect stockholder value |
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| November 7, 2022 |
Exhibit 3.1 CERTIFICATE OF ELIMINATION OF 7% CUMULATIVE PARTICIPATING CONVERTIBLE PREFERRED STOCK OF COOPER-STANDARD HOLDINGS INC. Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware COOPER-STANDARD HOLDINGS INC., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with the provisions of Section 151(g) of th |
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| November 7, 2022 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION of SERIES A JUNIOR PARTICIPATING PREFERRED STOCK of COOPER-STANDARD HOLDINGS INC. (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) Cooper-Standard Holdings Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), DOES HEREBY CERTIFY: That, pursuant to authority vest |
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| November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 COOPER-STANDARD HOLDINGS INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 20-1945088 (IRS Employer Identification No.) 40300 Tradi |
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| November 7, 2022 |
Exhibit 4.1 Section 382 Rights Agreement Dated as of November 7, 2022, By and Between Cooper-Standard Holdings Inc. and Broadridge Corporate Issuer Solutions, Inc. as Rights Agent TABLE OF CONTENTS 1. Certain Definitions 1 2. Appointment of Rights Agent 8 3. Issue of Right Certificates 9 4. Form of Right Certificates 11 5. Countersignature and Registration 11 6. Transfer, Split Up, Combination and |
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| November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – November 7, 2022 COOPER-STANDARD HOLDINGS INC. |
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| November 2, 2022 |
EX-10.1 2 exhibit101cps2022rsuawarda.htm EX-10.1 Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units (“RSUs”) made on [Grant Date] (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – November 1, 2022 COOPER-STANDARD HOLDINGS INC. |
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| November 2, 2022 |
Cooper Standard Reports Strong Sales Growth and Margin Improvement in Third Quarter 2022 Cooper Standard Reports Strong Sales Growth and Margin Improvement in Third Quarter 2022 NORTHVILLE, Mich. |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COO |
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| August 5, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? August 4, 2022 COOPER-STANDARD HOLDINGS INC. |
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| August 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| August 5, 2022 |
Cooper Standard Reports Second Quarter Results, Reaffirms Full-year Guidance for Adjusted EBITDA Cooper Standard Reports Second Quarter Results, Reaffirms Full-year Guidance for Adjusted EBITDA NORTHVILLE, Mich. |
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| June 14, 2022 |
Exhibit 99 NEWS RELEASE Cooper Standard Retains Goldman Sachs as Financial Advisor to Assist with Refinancing its Capital Structure NORTHVILLE, Mich. |
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| June 14, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? June 14, 2022 COOPER-STANDARD HOLDINGS INC. |
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| June 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? June 7, 2022 COOPER-STANDARD HOLDINGS INC. |
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| May 20, 2022 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? May 19, 2022 COOPER-STANDARD HOLDINGS INC. |
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| May 18, 2022 |
Conflict Minerals Report for the year ending December 31, 202 EX-1.01 2 exhibit101conflictminerals.htm EX-1.01 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2021 SECTION I. INTRODUCTION 1.The Rule This report for the year ended December 31, 2021, is presented to comply with Rule 13p-1 (“Rule”) under the Securities Exchange Act of 1934 (“Exchange Act”). The Rule was adopted by the Securities and Exchange C |
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| May 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 40300Traditions Drive, Northville, Michigan 48168 (Address of prin |
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| May 9, 2022 |
CPS / Cooper-Standard Holdings Inc / Divisar Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 21676P103 (CUSIP Number) April 29, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| May 6, 2022 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of performance-vested Restricted Stock Units (?PUs?) made on Grant Date (the ?Date of Grant?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participa |
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| May 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER- |
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| May 6, 2022 |
Exhibit 10.2 COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of performance-vested Restricted Stock Units (?PUs?) made on Grant Date (the ?Date of Grant?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participa |
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| May 6, 2022 |
Cooper Standard Reports First Quarter Results Cooper Standard Reports First Quarter Results NORTHVILLE, Mich., May 5, 2022 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the first quarter 2022. First Quarter 2022 Summary ?Sales totaled $613.0 million, reflecting continued weak light vehicle production volume ?Net loss amounted to $61.4 million or $(3.58) per diluted share ?Adjusted EBITDA totaled $0.1 million ?Quarter- |
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| May 6, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? May 5, 2022 COOPER-STANDARD HOLDINGS INC. |
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| May 6, 2022 |
Exhibit 10.3 COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of Restricted Stock Units (?RSUs?) made on Grant Date (the ?Date of Grant?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participant?): R E C I |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| April 7, 2022 |
DEF 14A 1 a2022proxystatement.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only |
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| March 8, 2022 |
CPS / Cooper-Standard Holdings Inc / THRIVENT FINANCIAL FOR LUTHERANS Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 18, 2022 |
Cooper Standard Reports Fourth Quarter and Full Year 2021 Results Cooper Standard Reports Fourth Quarter and Full Year 2021 Results NORTHVILLE, Mich. |
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| February 18, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? February 17, 2022 COOPER-STANDARD HOLDINGS INC. |
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| February 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36127 COOPER-STANDARD |
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| February 18, 2022 |
Exhibit 4.3 DESCRIPTION OF SECURITIES Authorized Capital Stock We have the authority to issue a total of 200,000,000 shares of capital stock, consisting of 190,000,000 shares of common stock, par value $0.001 per share and 10,000,000 shares of preferred stock, par value $0.001 per share. Common Stock The rights, preferences and privileges of holders of our common stock are subject to, and may be a |
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| February 18, 2022 |
List of Subsidiaries of Cooper-Standard Holdings Inc. Exhibit 21.1 Subsidiaries of Cooper-Standard Holdings Inc. (1) Subsidiary Name Jurisdiction of Organization Cooper-Standard Automotive (Australia) Pty. Ltd. Australia CSA (Barbados) Investment Co. Ltd. Barbados Cooper-Standard Automotive Brasil Sealing Ltda. Brazil Itatiaia Standard Industrial Ltda. Brazil Cooper-Standard Automotive Canada Limited Canada Cooper (Wuhu) Automotive Co., Ltd. China Co |
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| February 15, 2022 |
CPS / Cooper-Standard Holdings Inc / TOWLE & CO - TOWLE & CO Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| February 14, 2022 |
CPS / Cooper-Standard Holdings Inc / ArrowMark Colorado Holdings LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2022 |
CPS / Cooper-Standard Holdings Inc / THRIVENT FINANCIAL FOR LUTHERANS Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 9, 2022 |
CPS / Cooper-Standard Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Cooper-Standard Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 21676P103 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Cooper-Standard Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| December 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? December 3, 2021 COOPER-STANDARD HOLDINGS INC. |
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| November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COO |
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| November 4, 2021 |
Exhibit 10.2 COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of Restricted Stock Units (?RSUs?) made on Grant Date (the ?Date of Grant?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participant?): R E C I |
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| November 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? November 3, 2021 COOPER-STANDARD HOLDINGS INC. |
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| November 4, 2021 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. NONQUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of Options made on Grant Date (the ?Grant Date?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participant?): R E C I T A L S: WHEREAS, the Compan |
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| November 4, 2021 |
Cooper Standard Reports Third Quarter Results Cooper Standard Reports Third Quarter Results NORTHVILLE, Mich., November 3, 2021 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the third quarter 2021. Third Quarter 2021 Summary ?Sales totaled $526.7 million, reflecting the negative impact of ongoing semiconductor-related customer schedule reductions ?Net loss amounted to $123.2 million or $(7.20) per diluted share ?Adjus |
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| August 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? August 23, 2021 COOPER-STANDARD HOLDINGS INC. |
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| August 5, 2021 |
Exhibit 10.3 COOPER-STANDARD AUTOMOTIVE INC. ANNUAL INCENTIVE PLAN (Effective as of January 1, 2021) Article 1.PURPOSE AND DURATION Section 1.1. Purpose This Cooper-Standard Automotive Inc. Annual Incentive Plan (the ?Plan?) is intended to motivate key employees of the Company and its Affiliates (collectively the ?Company?) who have the prime responsibility for the operations of the Company to ach |
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| August 5, 2021 |
Cooper Standard Reports Second Quarter Results; Semiconductor-related Customer Shutdowns and Commodity Inflation Weigh on Sales and Profit NORTHVILLE, Mich. |
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| August 5, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? August 4, 2021 COOPER-STANDARD HOLDINGS INC. |
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| August 5, 2021 |
Exhibit 10.2 COOPER-STANDARD AUTOMOTIVE INC. EXECUTIVE SEVERANCE PAY PLAN Effective January 1, 2011 (amended and restated as of June 9, 2021) 4828-5693-7663.3 COOPER-STANDARD AUTOMOTIVE INC. EXECUTIVE SEVERANCE PAY PLAN Table of Contents Page 1. General Statement of Purpose 1 2. Effective and Termination Dates 1 3. Definitions 1 4. Eligibility; Termination of Employment. 5 5. Severance Pay. 6 6. L |
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| August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| June 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? June 10, 2021 COOPER-STANDARD HOLDINGS INC. |
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| May 27, 2021 |
Conflict Minerals Report for the year ending December 31, 2020 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2020 SECTION I. INTRODUCTION 1.The Rule This report for the year ended December 31, 2020, is presented to comply with Rule 13p-1 (?Rule?) under the Securities Exchange Act of 1934 (?Exchange Act?). The Rule was adopted by the Securities and Exchange Commission (?SEC?) to implement reporting and disc |
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| May 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 40300Traditions Drive, Northville, Michigan 48168 (Address of prin |
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| May 24, 2021 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? May 20, 2021 COOPER-STANDARD HOLDINGS INC. |
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| May 20, 2021 |
Exhibit 4.3 DESCRIPTION OF SECURITIES Authorized Capital Stock We have the authority to issue a total of 200,000,000 shares of capital stock, consisting of 190,000,000 shares of common stock, par value $0.001 per share and 10,000,000 shares of preferred stock, par value $0.001 per share. Common Stock The rights, preferences and privileges of holders of our common stock are subject to, and may be a |
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| May 20, 2021 |
As filed with the Securities and Exchange Commission on May 20, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. |
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| May 20, 2021 |
Exhibit 4.4 COOPER-STANDARD HOLDINGS INC. 2021 OMNIBUS INCENTIVE PLAN 1.Purposes; History a.The purpose of the Plan is to aid the Company and its Affiliates in recruiting and retaining key employees and non-employee directors of outstanding ability and to motivate such key employees and non-employee directors to exert their best efforts on behalf of the Company and its Affiliates by providing ince |
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| May 7, 2021 |
Cooper Standard Reports Improved First Quarter Results; ROIC Enhancement Initiative Remains On Track EX-99 2 q12021earningsrelease.htm EX-99 Cooper Standard Reports Improved First Quarter Results; ROIC Enhancement Initiative Remains On Track NORTHVILLE, Mich., May 6, 2021 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the first quarter 2021. First Quarter 2021 Summary •Sales increased by 2.1 percent to $669.0 million; organic sales growth was 6.3 percent •Gross profit marg |
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| May 7, 2021 |
Exhibit 10.2 COOPER-STANDARD HOLDINGS INC. CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of performance-vested Restricted Stock Units (?PUs?) made on Grant Date (the ?Date of Grant?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (t |
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| May 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER- |
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| May 7, 2021 |
Cooper-Standard Holdings Inc. and Cooper-Standard Automotive Inc. Exhibit 10.4 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (this ?Agreement?) is entered into as of March 1, 2021 by and among Cooper-Standard Holdings Inc., a Delaware corporation (?CS Holdings?), Cooper-Standard Automotive Inc., an Ohio corporation, (the ?Company?), and Jeffrey A. DeBest (?Executive?). A.The Company and Executive are parties to the Cooper-Standard Automotive, Inc. Executive Sev |
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| May 7, 2021 |
Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. NONQUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of Options made on [Grant Date] (the ?Grant Date?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participant?): R E C I T A L S: WHEREAS, the Comp |
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| May 7, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? May 6, 2021 COOPER-STANDARD HOLDINGS INC. |
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| May 7, 2021 |
Exhibit 10.3 COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT (this ?Agreement?), which relates to a grant of Restricted Stock Units (?RSUs?) made on [Grant Date] (the ?Date of Grant?), is between Cooper-Standard Holdings Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereof (the ?Participant?): R E C |
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| April 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| April 8, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| February 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36127 COOPER-STANDARD |
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| February 22, 2021 |
List of Subsidiaries of Cooper-Standard Holdings Inc. Exhibit 21.1 Subsidiaries of Cooper-Standard Holdings Inc. (1) Subsidiary Name Jurisdiction of Organization Cooper-Standard Automotive (Australia) Pty. Ltd. Australia CSA (Barbados) Investment Co. Ltd. Barbados Cooper-Standard Automotive Brasil Sealing Ltda. Brazil Itatiaia Standard Industrial Ltda. Brazil Cooper-Standard Automotive Canada Limited Canada Cooper (Wuhu) Automotive Co., Ltd. China Co |
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| February 22, 2021 |
Exhibit 10.61 The following Separation Agreement is concluded between the company Cooper Standard Europe GmbH Fred- Joachim- Schoeps- Str. 55 68535 Edingen-Neckarhausen ?hereinafter referred to as ?Company? - and Mr. Juan Fernando de Miguel Posada Albert-Ueberle-Str. 16 69120 Heidelberg ?hereinafter referred to as ?Employee?. ? 1 Termination of contract The parties agree that the employment relati |
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| February 18, 2021 |
Cooper Standard Reports Fourth Quarter and Full Year 2020 Results Cooper Standard Reports Fourth Quarter and Full Year 2020 Results NORTHVILLE, Mich. |
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| February 18, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) ? February 17, 2021 COOPER-STANDARD HOLDINGS INC. |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Cooper-Standard Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Cooper-Standard Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 21676P103 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Cooper-Standard Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| February 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – February 2, 2021 COOPER-STANDARD HOLDINGS INC. |
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| November 10, 2020 |
COSHW / Cooper-Standard Holdings Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Cooper-Standard Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 21676P103 Date of Event Which Requires Filing of this Statement: October 30, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| November 6, 2020 |
Cooper Standard Reports Improved Third Quarter Results as ROIC Expansion Initiative Gains Traction Cooper Standard Reports Improved Third Quarter Results as ROIC Expansion Initiative Gains Traction NORTHVILLE, Mich. |
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| November 6, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – November 5, 2020 COOPER-STANDARD HOLDINGS INC. |
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| November 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COO |
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| August 5, 2020 |
Cooper Standard Reports Second Quarter Results Cooper Standard Reports Second Quarter Results NORTHVILLE, Mich., August 4, 2020 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the second quarter 2020. Second Quarter 2020 Summary •Sales totaled $340.5 million, significantly impacted by industry-wide shutdowns •Net loss of $134.2 million or $(7.93) per diluted share •Adjusted EBITDA of $(93.8) million or (27.5) percent of |
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| August 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – August 4, 2020 COOPER-STANDARD HOLDINGS INC. |
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| August 5, 2020 |
COOPER-STANDARD AUTOMOTIVE INC. ANNUAL INCENTIVE PLAN (Amended and Restated Effective as of January 1, 2020) ARTICLE 1. PURPOSE AND DURATION Section 1.1. Purpose. This Cooper-Standard Automotive Inc. Annual Incentive Plan (the “Plan”) is intended to motivate key employees of the Company and its Affiliates (collectively the “Company”) who have the prime responsibility for the operations of the Comp |
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| August 5, 2020 |
Cooper Standard European Salary Deferral Program, with program term beginning May 1, 2020. Exhibit 10.3 COOPER STANDARD EUROPEAN SALARY DEFERRAL PROGRAM Purpose. The purpose of this Salary Deferral Program (this "Program") is to better enable Cooper-Standard Automotive Inc. and all other European Cooper Standard Legal Entities (the "Company") to address the challenges of the COVID-19 global pandemic by providing for the deferral of a portion of European employees' base salary until a la |
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| August 5, 2020 |
Exhibit 10.7 COOPER-STANDARD AUTOMOTIVE INC. EXECUTIVE SEVERANCE PAY PLAN Effective January 1, 2011 (amended and restated as of June 17, 2020) COOPER-STANDARD AUTOMOTIVE INC. EXECUTIVE SEVERANCE PAY PLAN Table of Contents Page 1. General Statement of Purpose 1 2. Effective and Termination Dates 1 3. Definitions 1 4. Eligibility; Termination of Employment. 5 5. Severance Pay. 6 6. Limitations on Se |
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| August 5, 2020 |
Exhibit 10.4 Supplementary agreement to employment contract about the Cooper Standard European Salary Deferral Program Due to the outbreak of the Corona Pandemic (SARS-CoV-2/ COVID-19) and in order to counteract the negative financial impact for the Company, the Cooper Standard European Salary Deferral Program has been set up. 1.The employee has received a copy of the Cooper Standard European Sala |
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| August 5, 2020 |
Cooper-Standard Automotive Inc. US Salary Deferral Program, as amended on May 14, 2020. Exhibit 10.2 COOPER-STANDARD AUTOMOTIVE INC. US SALARY DEFERRAL PROGRAM (as amended on May 14, 2020) Purpose. The purpose of this Salary Deferral Program (this “Program”) is to better enable Cooper-Standard Automotive Inc. (the “Company”) to address the challenges of the COVID-19 global pandemic by providing for the deferral of a portion of US employees’ base salary until a later date. Impacted Em |
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| August 5, 2020 |
Exhibit 10.1 AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT This Amendment No. 2 to third AMENDED AND RESTATED Loan Agreement (this “Amendment”) is entered into as of May 18, 2020 between COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (“Loan Party Agent”) and Bank of America, N.A., as agent (“Agent”). RECITALS A.Loan Party Agent, the other Loan Parties party thereto, Agent and |
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| August 5, 2020 |
Exhibit 10.6 AMENDMENT TO SEPARATION AGREEMENT This Amendment to Separation Agreement ( this “Amendment”) is entered into as June 2, 2020 (the “Amendment Effective Date”), by and among Cooper-Standard Holdings Inc., a Delaware corporation (“CS Holdings”), Cooper-Standard Automotive Inc., an Ohio corporation, (the “Company”), and Song Min Lee (“Executive,” together with CS Holdings and the Company, |
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| August 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| July 2, 2020 |
COSHW / Cooper-Standard Holdings Inc. / Divisar Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cooper-Standard Holdings Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 21676P103 (CUSIP Number) June 22, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| June 1, 2020 |
Execution Version COOPER-STANDARD AUTOMOTIVE INC. as Issuer, the Guarantors named herein and U.S. BANK NATIONAL ASSOCIATION as Trustee and Collateral Agent INDENTURE Dated as of May 29, 2020 13.000% Senior Secured Notes due 2024 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions. Section 1.02 [Reserved]. Section 1.03 Rules of Construction. 1 52 52 |
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| June 1, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 29, 2020 COOPER-STANDARD HOLDINGS INC. |
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| May 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 40300 Orchard Hill Place, Northville, Michigan 48168 (Address of p |
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| May 29, 2020 |
Conflict Minerals Report for the year ending December 31, 2019 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2019 SECTION I. INTRODUCTION 1. The Rule This report for the year ended December 31, 2019, is presented to comply with Rule 13p-1 (“Rule”) under the Securities Exchange Act of 1934 (“Exchange Act”). The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and dis |
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| May 26, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 21, 2020 COOPER-STANDARD HOLDINGS INC. |
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| May 22, 2020 |
Cooper Standard Announces Pricing of $250 Million of Senior Secured Notes Cooper Standard Announces Pricing of $250 Million of Senior Secured Notes NORTHVILLE, Mich. |
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| May 22, 2020 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 21, 2020 COOPER-STANDARD HOLDINGS INC. |
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| May 19, 2020 |
Cooper Standard Announces Proposed Private Offering of $250 Million of Senior Secured Notes EX-99 2 exhibit99-bondoffering.htm EXHIBIT 99 Cooper Standard Announces Proposed Private Offering of $250 Million of Senior Secured Notes NORTHVILLE, Mich., May 19, 2020 - Cooper-Standard Holdings Inc. (NYSE: CPS) ("Cooper Standard," "Company" or "we") today announced that its wholly-owned subsidiary, Cooper-Standard Automotive Inc. (the "Issuer"), intends, subject to market and other customary co |
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| May 19, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 19, 2020 COOPER-STANDARD HOLDINGS INC. |
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| May 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 11, 2020 COOPER-STANDARD HOLDINGS INC. |
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| May 12, 2020 |
Cooper Standard Reports First Quarter Results Cooper Standard Reports First Quarter Results NORTHVILLE, Mich., May 11, 2020 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the first quarter 2020. First Quarter 2020 Summary • Sales totaled $654.9 million • Net loss of $110.6 million or $(6.55) per diluted share • Adjusted EBITDA of $8.3 million or 1.3 percent of sales • Adjusted net loss of $36.5 million or $(2.16) per d |
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| May 11, 2020 |
Execution Version AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT AND LIMITED WAIVER This AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED LOAN AGREEMENT AND LIMITED WAIVER (this “Amendment”) is entered into as of March 24, 2020 by and among CS INTERMEDIATE HOLDCO 1 LLC, a Delaware limited liability company (“Holdings”), COOPER-STANDARD AUTOMOTIVE INC., an Ohio corporation (“Cooper-Stand |
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| May 11, 2020 |
Exhibit 10.2 COOPER-STANDARD HOLDINGS INC. CASH SETTLED PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (t |
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| May 11, 2020 |
EX-10.1 2 exhibit101formof2020st.htm EXHIBIT 10.1 Exhibit 10.1 COOPER-STANDARD HOLDINGS INC. NONQUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of Options made on Grant Date (the “Grant Date”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “P |
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| May 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER- |
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| May 11, 2020 |
Exhibit 10.3 COOPER-STANDARD HOLDINGS INC. CASH SETTLED RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of Restricted Stock Units (“RSUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participa |
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| May 11, 2020 |
Exhibit 10.5 COOPER‐STANDARD AUTOMOTIVE INC. US SALARY DEFERRAL PROGRAM Purpose. The purpose of this Salary Deferral Program (this “Program”) is to better enable Cooper‐Standard Automotive Inc. (the “Company”) to address the challenges of the COVID‐19 global pandemic by providing for the deferral of a portion of US employees’ base salary until a later date. Impacted Employees. This Program applies |
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| April 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – April 30, 2020 COOPER-STANDARD HOLDINGS INC. |
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| April 30, 2020 |
Cooper Standard Announces Preliminary First Quarter 2020 Results; Evaluating Opportunities to Further Strengthen Balance Sheet NORTHVILLE, Mich. |
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| April 23, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – April 23, 2020 COOPER-STANDARD HOLDINGS INC. |
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| April 23, 2020 |
Cooper Standard Provides Update on Financial Liquidity, Announces Date and Details for First Quarter Conference Call NORTHVILLE, Mich. |
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| April 9, 2020 |
CPS / Cooper-Standard Holdings Inc. DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin |
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| April 9, 2020 |
CPS / Cooper-Standard Holdings Inc. DEF 14A - - DEF 14A Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| March 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – March 24, 2020 COOPER-STANDARD HOLDINGS INC. |
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| February 26, 2020 |
List of Subsidiaries of Cooper-Standard Holdings Inc. Exhibit 21.1 Subsidiaries of Cooper-Standard Holdings Inc. (1) Subsidiary Name Jurisdiction of Organization Cooper-Standard Automotive (Australia) Pty. Ltd. Australia CSA (Barbados) Investment Co. Ltd. Barbados Cooper-Standard Automotive Brasil Sealing Ltda. Brazil Itatiaia Standard Industrial Ltda. Brazil Cooper-Standard Automotive Canada Limited Canada Cooper (Wuhu) Automotive Co., Ltd. China Co |
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| February 26, 2020 |
Exhibit 10.37 COOPER-STANDARD AUTOMOTIVE INC. LONG-TERM INCENTIVE PLAN (Amended and Restated Effective as of May 18, 2017) ARTICLE 1. PURPOSE AND DURATION Section 1.1. Purpose. This Cooper-Standard Automotive Inc. Long-Term Incentive Plan is intended to motivate key employees of the Company and its Affiliates who have the prime responsibility for the operations of the Company and its Affiliates to |
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| February 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36127 COOPER-STANDARD |
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| February 26, 2020 |
Exhibit 10.47 World Headquarters January 24, 2018 Jeffrey A. DeBest 1817 Prairie Dunes Court South Ann Arbor, MI 48108 Dear Jeffrey: On behalf of Cooper-Standard, I am pleased to confirm our offer of employment to you as Senior Vice President & President, Adjacent Markets of Cooper-Standard Holdings Inc. and its main operating subsidiary, Cooper-Standard Automotive Inc. (collectively, the “Company |
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| February 26, 2020 |
Exhibit 10.38 COOPER-STANDARD AUTOMOTIVE INC. ANNUAL INCENTIVE PLAN (Amended and Restated Effective as of January 1, 2018) ARTICLE 1. PURPOSE AND DURATION Section 1.1. Purpose. This Cooper-Standard Automotive Inc. Annual Incentive Plan (the “Plan”) is intended to motivate key employees of the Company and its Affiliates (collectively the “Company”) who have the prime responsibility for the operatio |
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| February 26, 2020 |
Exhibit 4.3 DESCRIPTION OF SECURITIES Authorized Capital Stock We have the authority to issue a total of 200,000,000 shares of capital stock, consisting of 190,000,000 shares of common stock, par value $0.001 per share and 10,000,000 shares of preferred stock, par value $0.001 per share. Common Stock As of December 31, 2019, 16,840,950 shares of our common stock were issued and outstanding. The ri |
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| February 26, 2020 |
Exhibit 10.42 COOPER-STANDARD HOLDINGS INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Non-Employee Directors) THIS AGREEMENT (this “Agreement”), is made effective as of the Grant Date (the “Date of Grant”), between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the non-employee director of the Company whose name is set forth on the signature page hereof (the “Participant”) |
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| February 26, 2020 |
EX-10.36 3 exhibit-10362017omnibu.htm EXHIBIT 10.36 Exhibit 10.36 COOPER-STANDARD HOLDINGS INC. 2017 OMNIBUS INCENTIVE PLAN 1. Purposes; History (a) The purpose of the Plan is to aid the Company and its Affiliates in recruiting and retaining key employees and non-employee directors of outstanding ability and to motivate such key employees and non-employee directors to exert their best efforts on b |
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| February 26, 2020 |
EX-10.54 8 exhibit-1054songleesep.htm EXHIBIT 10.54 Exhibit 10.54 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (this “Agreement”) is entered into as of December 31, 2019 by and among Cooper-Standard Holdings Inc., a Delaware corporation (“CS Holdings”), Cooper-Standard Automotive Inc., an Ohio corporation, (the “Company”), and Song Min Lee (“Executive”). A.The Company and Executive are parties t |
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| February 25, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – February 25, 2020 COOPER-STANDARD HOLDINGS INC. |
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| February 25, 2020 |
Cooper Standard Reports Fourth Quarter and Full Year 2019 Results Cooper Standard Reports Fourth Quarter and Full Year 2019 Results NOVI, Mich., February 24, 2020 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the fourth quarter and full year 2019. Summary • Full year net income totaled $67.5 million or $3.92 per fully diluted share • Full year adjusted net loss totaled $3.3 million or $(0.19) per fully diluted share • Full year adjusted |
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| February 18, 2020 |
COSHW / Cooper-Standard Holdings Inc. / ALLIANCEBERNSTEIN L.P. - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Cooper-Standard Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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| February 12, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* COOPER-STANDARD HOLDING (Name of Issuer) Common Stock (Title of Class of Securities) 21676P103 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| February 12, 2020 |
COSHW / Cooper-Standard Holdings Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Cooper-Standard Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 21676P103 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| November 7, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COO |
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| November 6, 2019 |
Cooper Standard Reports Third Quarter Results, Details Restructuring Plans EX-99 2 q32019earningsrelease.htm EXHIBIT 99 Cooper Standard Reports Third Quarter Results, Details Restructuring Plans NOVI, Mich., November 5, 2019 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the third quarter 2019. Third Quarter 2019 Summary • Sales totaled $729.0 million • Net loss of $13.9 million or $(0.82) per diluted share • Adjusted EBITDA of $43.5 million or 6. |
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| November 6, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – November 5, 2019 COOPER-STANDARD HOLDINGS INC. |
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| October 22, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – October 17, 2019 COOPER-STANDARD HOLDINGS INC. |
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| August 2, 2019 |
EX-99 2 q22019earningsrelease.htm EXHIBIT 99 Cooper Standard Reports Second Quarter Results and Announces Significant New FortrexTM Technology Agreement NOVI, Mich., August 1, 2019 - Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the second quarter 2019. Second Quarter 2019 Summary • Sales totaled $764.8 million • Net income of $145.3 million or $8.36 per diluted share • Adju |
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| August 2, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 1, 2019 COOPER-STANDARD HOLDINGS INC. |
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| August 2, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-36127 COOPER-S |
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| May 31, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 24, 2019 COOPER-STANDARD HOLDINGS INC. |
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| May 31, 2019 |
Conflict Minerals Report for the year ending December 31, 2018 Exhibit 1.01 Cooper-Standard Holdings Inc. Conflict Minerals Report For the year ended December 31, 2018 SECTION I. INTRODUCTION 1. The Rule This report for the year ended December 31, 2018, is presented to comply with Rule 13p-1 (“Rule”) under the Securities Exchange Act of 1934 (“Exchange Act”). The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and dis |
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| May 31, 2019 |
CPS / Cooper-Standard Holdings Inc. SD - - SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report COOPER-STANDARD HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 001-36127 20-1945088 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 39550 Orchard Hill Place, Novi, Michigan 48375 (Address of princip |
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| May 24, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 24, 2019 COOPER-STANDARD HOLDINGS INC. |
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| May 22, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) – May 16, 2019 COOPER-STANDARD HOLDINGS INC. |
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| May 2, 2019 |
Exhibit 10.2 COOPER-STANDARD HOLDINGS INC. PERFORMANCE UNIT AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), which relates to a grant of performance-vested Restricted Stock Units (“PUs”) made on Grant Date (the “Date of Grant”), is between Cooper-Standard Holdings Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on the signature page hereof (the “Participa |
