Business Context and Reporting Period
This Form 8-K Current Report was filed by Cooper-Standard Holdings Inc. on September 4, 2006. The filing reports significant changes to the company's executive leadership structure effective as of the report date.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and executive appointments rather than financial performance data.
Material Changes
The primary material change reported is a restructuring of the company's top executive roles:
- James McElya: Promoted from President and CEO to Chairman of the Board of Directors and Chief Executive Officer of Cooper-Standard Holdings Inc. and Cooper-Standard Automotive Inc.
- S.A. Johnson: Transitioned from Chairman to Lead Director.
- Edward Hasler: Appointed as President and Chief Operating Officer of Cooper-Standard Holdings Inc. and Cooper-Standard Automotive Inc.
Management Commentary and Compensation Adjustments
In connection with Edward Hasler's appointment as President and COO, his employment arrangement was modified as follows:
- Base Salary: Increased to $500,000 annually.
- Bonus Target: Increased to 80% of his base salary, contingent on achieving annual performance targets.
The filing explicitly states that there were no modifications to the compensation arrangements of James McElya or S.A. Johnson. No other financial risks, contingencies, or unusual items were disclosed in this specific filing.
Investor Verification Checklist
- Verify the effective date of the leadership transition (September 4, 2006).
- Confirm the specific compensation terms for Edward Hasler ($500,000 base salary and 80% bonus target).
- Review the company's Form 10-K for the fiscal year ended December 31, 2005, for detailed historical compensation data for Messrs. McElya, Johnson, and Hasler.
- Check for the attached press release (Exhibit 99.1) issued on September 6, 2006, for additional public commentary on these appointments.