Autoliv (ALV) Asia president exercises PSUs and receives new RSU grants

Rhea-AI Filing Summary

Autoliv executive Colin Naughton, President Autoliv Asia, reported multiple equity-based compensation transactions. He exercised 2,592 performance-based restricted stock units into Autoliv common stock, bringing his directly held common shares to 12,640 after the transaction.

He was granted new performance-based RSUs from the 2023, 2024, and 2025 grant cycles totaling 603.9274, 764.1264, and 925.9299 units, respectively, plus a grant of 599 time-based restricted stock units. Each RSU represents a contingent right to receive one Autoliv common share, with vesting tied to multi‑year performance periods and goals for organic sales growth, earnings per share, and greenhouse gas emissions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Naughton Colin

(Last) (First) (Middle)

C/O AUTOLIV, INC.

KLARABERGSVIADUKTEN 70, SECTION D5

(Street)

STOCKHOLM V7 SE-111 64

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AUTOLIV INC [ ALV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Autoliv Asia

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/19/2026		M		2,592	A	$0	12,640	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance-Based Restricted Stock Units (2023 Grant)	$0(1)	02/19/2026		A		603.9274(3)		(6)	(6)	Common Stock	603.9274	$0	2,592.9234	D
Performance-Based Restricted Stock Units (2023 Grant)	$0(1)	02/19/2026		M			2,592.9234(2)	02/19/2026	02/19/2026	Common Stock	2,592.9234	$0	0	D
Performance-Based Restricted Stock Units (2024 Grant)	$0(1)	02/19/2026		A		764.1264(4)		(7)	(7)	Common Stock	764.1264	$0	1,409.7836	D
Performance-Based Restricted Stock Units (2025 Grant)	$0(1)	02/19/2026		A		925.9299(5)		(8)	(8)	Common Stock	925.9299	$0	925.9299	D
Restricted Stock Unit	$0(1)	02/19/2026		A		599		02/19/2029	02/19/2029	Common Stock	599	$0	599	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of ALV common stock.

2. Fractional RSUs are rounded down to the nearest whole number at vesting, the fractional amount is forfeited.

3. The performance-based RSUs granted in February 2023 are comprised of three separate one-year performance periods for each of calendar years 2023, 2024 and 2025. All PSUs will vest following 2025, to the extent earned and subject to the reporting person's continued employment. Reflects the PSUs that were earned over the third one-year performance period (January 1, 2025 - December 31, 2025) based on the level of achievement of pre-determined performance goals related to (i) Organic Sales Growth vs. Light Vehicle Production Growth (25%), (ii) Earnings Per Share (60%), and (iii) Greenhouse Gas Emissions (15%). The goals for (ii) and (iii) were achieved above the threshold level.

4. The performance-based RSUs granted in February 2024 are comprised of three separate one-year performance periods for each of calendar years 2024, 2025, and 2026. All PSUs will vest following 2026, to the extent earned and subject to the reporting person's continued employment. Reflects the PSUs that were earned over the second one-year performance period (January 1, 2025 - December 31, 2025) based on the level of achievement of pre-determined performance goals related to (i) Organic Sales Growth vs. Light Vehicle Production Growth (25%), (ii) Earnings Per Share (60%), and (iii) Greenhouse Gas Emissions (15%). The goals for (ii) and (iii) were achieved above the threshold level.

5. The performance-based RSUs granted in February 2025 are comprised of three separate one-year performance periods for each of calendar years 2025, 2026 and 2027. All PSUs will vest following 2027, to the extent earned and subject to the reporting person's continued employment. Reflects the PSUs that were earned over the first one-year performance period (January 1, 2025 - December 31, 2025) based on the level of achievement of pre-determined performance goals related to (i) Organic Sales Growth vs. Light Vehicle Production Growth (25%), (ii) Earnings Per Share (60%), and (iii) Greenhouse Gas Emissions (15%). The goals for (ii) and (iii) were achieved above the threshold level.

6. The performance-based RSUs, as adjusted if necessary, vest and convert to shares in one installment after the completion of the third one-year performance period ending December 31, 2025 and the Leadership Development and Compensation Committee's certification of the level of achievement of the applicable performance objectives.

7. The performance-based RSUs, as adjusted if necessary, vest and convert to shares in one installment after the completion of the third one-year performance period ending December 31, 2026 and the Leadership Development and Compensation Committee's certification of the level of achievement of the applicable performance objectives.

8. The performance-based RSUs, as adjusted if necessary, vest and convert to shares in one installment after the completion of the third one-year performance period ending December 31, 2027 and the Leadership Development and Compensation Committee's certification of the level of achievement of the applicable performance objectives.

	Brian Kelly by POA from Colin Naughton	02/23/2026
	** Signature of Reporting Person	Date
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FAQ

What insider equity transactions did Autoliv (ALV) report for Colin Naughton?

Autoliv reported that executive Colin Naughton exercised 2,592 performance-based restricted stock units into common stock, resulting in 12,640 directly held common shares. He also received several new grants of performance-based and time-based restricted stock units as part of his equity compensation.

How many Autoliv (ALV) common shares does Colin Naughton hold after these transactions?

Following the Form 4 transactions, Colin Naughton directly holds 12,640 shares of Autoliv common stock. This balance reflects the exercise of 2,592 performance-based restricted stock units that converted into common shares on February 19, 2026, as disclosed in the filing.

What new performance-based RSU grants did Colin Naughton receive from Autoliv (ALV)?

Colin Naughton received performance-based RSU grants tied to the 2023, 2024, and 2025 programs totaling 603.9274, 764.1264, and 925.9299 units. These units vest after multi-year performance periods, subject to continued employment and achievement of specified performance objectives through 2025, 2026, and 2027.

What performance metrics govern Autoliv (ALV) performance-based RSUs in this Form 4?

The performance-based RSUs use three weighted metrics: Organic Sales Growth versus Light Vehicle Production Growth at 25%, Earnings Per Share at 60%, and Greenhouse Gas Emissions at 15%. For the disclosed periods, goals for Earnings Per Share and Greenhouse Gas Emissions were achieved above the threshold level.

How do Autoliv (ALV) performance-based RSUs vest for Colin Naughton?

The performance-based RSUs are structured in three separate one-year performance periods for each grant. They vest and convert into shares in one installment after the final performance year ends, once the compensation committee certifies achievement of the applicable performance objectives and subject to continued employment.

What additional restricted stock unit grant did Colin Naughton receive from Autoliv (ALV)?

In addition to performance-based RSUs, Colin Naughton was granted 599 time-based restricted stock units. Each unit represents a contingent right to receive one share of Autoliv common stock, with fractional units rounded down at vesting and forfeited, according to the Form 4 footnotes.