Aptiv (NYSE: APTV) details Versigent spin-off terms, key dates and listing
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Aptiv PLC plans to complete the spin-off of its Electrical Distribution Systems business into a new publicly traded company, Versigent. Aptiv’s board approved the separation and will distribute all Versigent ordinary shares to Aptiv shareholders as a pro rata dividend.
Aptiv shareholders of record at the close of trading on March 17, 2026 will receive one Versigent ordinary share for every three Aptiv ordinary shares, with cash paid instead of fractional shares. The distribution is expected before the U.S. market opens on April 1, 2026, subject to specified conditions. Versigent ordinary shares are expected to trade on the New York Stock Exchange under the ticker “VGNT”, including "when-issued" trading around March 27, 2026 and regular-way trading starting April 1, 2026. Shareholders are not required to take any action or pay consideration to receive the Versigent shares.
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Insights
Aptiv advances Versigent spin-off with fixed 1-for-3 share distribution and NYSE listing plan.
Aptiv is moving forward with the separation of its Electrical Distribution Systems business into Versigent, distributing all Versigent shares as a dividend. Holders of Aptiv ordinary shares as of March 17, 2026 receive one Versigent share for every three Aptiv shares, with cash in lieu of fractional shares.
The transaction is described as a previously announced spin-off and remains subject to certain conditions outlined in Versigent’s Form 10 registration statement. Versigent is expected to convert into a Jersey public limited company before completion, which aligns its corporate form with a typical listed U.K./Jersey structure.
Versigent expects NYSE listing under ticker “VGNT”, with "when-issued" trading on or about March 27, 2026 and regular-way trading on April 1, 2026. Actual impact on Aptiv’s capital allocation and de-leveraging plans will depend on details referenced in other filings and future disclosures.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
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):
________________________________________________________________________________________________________________________
(Exact name of registrant as specified in its charter)
________________________________________________________________________________________________________________________
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
+41 52 580 96 00
(Address of Principal Executive Offices, Including Zip Code)
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report) N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
Junior Subordinated Notes due 2054 | ||||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 8.01 Other Events.
On March 5, 2026, in connection with the previously announced separation (the “Spin-Off”) of Versigent Limited (“Versigent” or the “Company”) from Aptiv PLC (“Aptiv”), the board of directors of Aptiv announced that Aptiv will distribute all of the ordinary shares, par value $0.01 per share, of Versigent to holders of Aptiv ordinary shares as a pro rata dividend prior to the U.S. market open on April 1, 2026. The ordinary shares of Versigent are expected to begin trading on the New York Stock Exchange on April 1, 2026 under the ticker “VGNT.” Holders of Aptiv ordinary shares will be entitled to receive one ordinary share of Versigent for every three ordinary shares of Aptiv held on March 17, 2026, the record date for the distribution. The distribution is subject to the satisfaction or waiver of certain conditions. Prior to the completion of the Spin-Off, Versigent Limited is expected to be converted into a Jersey public limited company and renamed Versigent PLC. A copy of the press release is attached as Exhibit 99.1 and incorporated by reference herein.
Forward-looking statements.
This document contains “forward-looking statements” —that is, statements related to future, not past, events. These forward-looking statements often address Aptiv’s expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “estimate,” “forecast,” “target,” “preliminary,” or “range.” Forward-looking statements by their nature address matters that are, to different degrees, uncertain, and are subject to risks, uncertainties and assumptions. For Aptiv, particular areas where risks or uncertainties could cause Aptiv’s actual results to be materially different than those expressed in Aptiv’s forward-looking statements include: Aptiv’s success in executing and completing asset dispositions or other transactions, including Aptiv’s plans to pursue the Spin-Off, the timing for such transactions, the ability to satisfy any applicable pre-conditions, and the expected proceeds, consideration and benefits to Aptiv; changes in macroeconomic and market conditions and market volatility, risk of recession, inflation, geopolitical conflicts, including those in the Middle East, supply chain constraints or disruptions, rising interest rates, oil, natural gas and other commodity prices and exchange rates, and the impact of such changes and volatility on Aptiv’s business operations, financial results and financial position; and Aptiv’s de-leveraging and capital allocation plans, including with respect to actions to reduce its indebtedness, the capital structures of Aptiv and Versigent, the timing and amount of dividends, share repurchases, organic investments, and other priorities; and other factors that are described in the “Risk Factors” section of Aptiv’s Annual Report on Form 10-K for the year ended December 31, 2025, as such description may be updated or amended in any future reports that Aptiv files with the SEC. These or other uncertainties may cause Aptiv’s actual future results to be materially different than those expressed in its forward-looking statements. Aptiv does not undertake to update its forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | ||||||||
| Number | Description | |||||||
| 99.1 | Press Release Dated March 5, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: | March 5, 2026 | APTIV PLC | ||||||||||||
| By: | /s/ Katherine H. Ramundo | |||||||||||||
| Katherine H. Ramundo | ||||||||||||||
| Executive Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary | ||||||||||||||
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EXHIBIT INDEX
| Exhibit | |||||
| Number | Description | ||||
| 99.1 | Press Release Dated March 5, 2026 | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
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Exhibit 99.1
Aptiv Board of Directors Approves Spin-Off of Versigent
Record Date Set for March 17, 2026 and Distribution to be Effective April 1, 2026
SCHAFFHAUSEN, Switzerland – March 5, 2026 – Aptiv PLC (“Aptiv”) (NYSE: APTV), a global industrial technology company, today announced that its Board of Directors approved the previously announced spin-off of its Electrical Distribution Systems business into a new publicly traded company, Versigent, including the associated record date, distribution date and distribution ratio for the spin-off.
The record date will be as of the close of trading (New York City time) on March 17, 2026, and the distribution will be before market open (New York City time) on April 1, 2026. Aptiv shareholders as of the record date will be entitled to receive one ordinary share of Versigent for every three ordinary shares, and will receive cash in lieu of any fractional shares.
Versigent expects to receive authorization to list its ordinary shares on the New York Stock Exchange (NYSE) under the ticker symbol “VGNT”. Versigent shares are expected to begin trading on a “when-issued” basis on the NYSE on or about March 27, 2026, under the symbol “VGNT WI”, and begin “regular-way” trading on the NYSE on April 1, 2026, under the symbol “VGNT”.
No action is required by Aptiv shareholders to receive Versigent ordinary shares in the spin-off. Additionally, shareholders do not need to pay any consideration, or surrender or exchange Aptiv ordinary shares, to participate in the separation.
The distribution is subject to certain conditions described in the registration statement on Form 10 filed by Versigent.
Aptiv shareholders are encouraged to consult with their financial and tax advisors regarding the consequences of buying, selling, or holding any securities, including those described in this release.
About Aptiv
Aptiv is a global industrial technology company focused on enabling a more automated, electrified and digitalized future. Visit aptiv.com.
About Versigent
Versigent is a leading global provider of signal, power, and data distribution systems for the automotive and commercial vehicle markets. Building on a 100-year legacy of innovation and trusted OEM partnerships, Versigent designs and manufactures advanced low- and high-voltage electrical architectures that enable safe, efficient, and reliable vehicle performance. With engineering centers on four continents and manufacturing operations in more than 30 countries, Versigent combines global scale with regional responsiveness to meet the evolving needs of customers around the world.
Forward-Looking Statements
This press release, as well as other statements made by Aptiv PLC (the “Company”), contain forward-looking statements that reflect, when made, the Company’s current views with respect to current events, the anticipated separation transaction and financial performance.
Such forward-looking statements are subject to many risks, uncertainties and factors relating to the Company’s and Versigent’s operations and business environment, which may cause the actual results of the Company and Versigent to be materially different from any future results. All statements that address future operating, financial or business performance or the Company’s strategies or expectations, including plans to complete the separation, are forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: the ability to effect the separation transaction described herein and to meet the conditions related thereto; potential uncertainty during the pendency of the separation transaction that could affect the Company’s financial performance; the possibility that the separation transaction will not be completed within the anticipated time period or at all; the possibility that the separation transaction will not achieve its intended benefits; the possibility of disruption, including changes to existing business relationships, disputes, litigation or unanticipated costs in connection with the separation transaction; uncertainty of the expected financial performance of the Company or Versigent following completion of the separation transaction; negative effects of the announcement or pendency of the separation transaction on the market price of the Company’s securities and/or on the financial performance of the Company; global and regional economic conditions, including conditions affecting the credit market; global inflationary pressures; uncertainties created by the conflict between Ukraine and Russia, and its impacts to the European and global economies and our operations in each country; uncertainties created by the conflicts in the Middle East and their impacts on global economies; fluctuations in interest rates and foreign currency exchange rates; the cyclical nature of global automotive sales and production; the potential disruptions in the supply of and changes in the competitive environment for raw material and other components integral to the Company’s products, including the ongoing semiconductor supply shortage; the Company’s ability to maintain contracts that are critical to its operations; potential changes to beneficial free trade laws and regulations, such as the United States-Mexico-Canada Agreement; the effects of significant increases in trade tariffs, import quotas and other trade restrictions or actions, including retaliatory responses to such actions; changes to tax laws; future significant public health crises; the ability of the Company to integrate and realize the expected benefits of recent transactions; the ability of the Company to attract, motivate and/or retain key executives; the ability of the Company to avoid or continue to operate during a strike, or partial work stoppage or slow down by any of its unionized employees or those of its principal customers; and the ability of the Company to attract and retain customers. Additional factors are discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s filings with the Securities and Exchange Commission. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect the Company. It should be remembered that the price of the ordinary shares and any income from them can go down as well as up. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events and/or otherwise, except as may be required by law.
Where required by law, no binding decision will be made with respect to the contemplated transactions other than in compliance with applicable employee information and consultation requirements.
# # #
Investor Contact:
Betsy Frank
Vice President, Investor Relations
betsy.frank@aptiv.com
Media Contact:
mediarelations@aptiv.com
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FAQ
What did Aptiv (APTV) announce about the Versigent spin-off?
Aptiv’s board approved the spin-off of its Electrical Distribution Systems business into a new company, Versigent. All Versigent ordinary shares will be distributed as a pro rata dividend to Aptiv shareholders, subject to specified conditions tied to Versigent’s registration statement.
When are the record date and distribution date for the Aptiv (APTV) Versigent spin-off?
The record date is the close of trading on March 17, 2026, and the distribution is expected before U.S. market open on April 1, 2026. Only shareholders of record on the March 17 date will receive Versigent shares in the spin-off.
What conditions could affect completion of the Aptiv (APTV) Versigent spin-off?
The distribution is subject to conditions described in Versigent’s Form 10 registration statement. The company highlights that completion, timing, and intended benefits of the separation involve risks and uncertainties outlined in Aptiv’s SEC risk factor disclosures.