SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Hasler Edward A

(Last) (First) (Middle)
39550 ORCHARD HILL PLACE

(Street)
NOVI MI 48375

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/21/2011
3. Issuer Name and Ticker or Trading Symbol
Cooper-Standard Holdings Inc. [ COSH ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock 70,680(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
7% Cumulative Participating Convertible Preferred stock (2)(3) (5) Common stock 3,533 $23.3057 D
Stock Options (4) 05/27/2020 Common stock 123,857 $25.52 D
Explanation of Responses:
1. Represents restricted stock granted to the reporting person. 61,680 of such shares shall vest, assuming continued employment, in four equal installments on May 27, 2011, May 27, 2012, May 27, 2013, and May 27, 2014. 9,000 of such shares shall vest, assuming continued employment, upon the later of (i) the vesting schedule described in the preceding sentence and (ii) the exercise of certain outstanding warrants (the "Warrants") that have been issued in respect of our common stock. The number of these 9,000 shares that will vest under clause (ii) of the preceding sentence will be based on a formula that is tied to the percentage of the Warrants that are exercised.
2. These shares of participating preferred common stock are entitled to receive dividends at a rate of 7% per annum and may be converted at any time at a conversion price of $23.30574 per share of common stock, subject to adjustment upon certain events specified in the certificate of designations.
3. Time-based restricted stock vesting in four equal installments on May 27, 2011, May 27, 2012, May 27, 2013, and May 27, 2014.
4. Represents restricted stock options granted to the reporting person. 110,000 of such options shall vest, assuming continued employment, in four equal installments on May 27, 2011, May 27, 2012, May 27, 2013, and May 27, 2014. 13,857 of such shares shall vest, assuming continued employment, upon the later of (i) the vesting schedule described in the preceding sentence and (ii) the exercise of certain outstanding warrants (the "Warrants") that have been issued in respect of our common stock. The number of these 13,857 shares that will vest under clause (ii) of the preceding sentence will be based on a formula that is tied to the percentage of the Warrants that are exercised.
5. The 7% Cumulative Participating Convertible Preferred stock do not have an expiration date.
/s/ Edward A. Hasler 03/21/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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