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Versigent spin-off gives Aptiv (APTV) holders new VGNT NYSE shares

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Aptiv PLC has completed the previously announced spin-off of Versigent Limited, separating it into an independent company. The spin-off was executed through a pro rata distribution of all Versigent ordinary shares to Aptiv shareholders.

Each Aptiv shareholder of record on March 17, 2026 received one Versigent share for every three Aptiv ordinary shares held, with cash paid instead of fractional Versigent shares. The distribution occurred on April 1, 2026 at 12:01 a.m. Eastern time.

Versigent’s ordinary shares began trading on the New York Stock Exchange under the ticker symbol “VGNT” on April 1, 2026. A Separation and Distribution Agreement between Aptiv and Versigent governs the spin-off and ongoing relationships, and Aptiv plans to file required pro forma financial information by amendment.

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Insights

Aptiv completes Versigent spin-off, creating a separate publicly traded company.

Aptiv PLC finalized the spin-off of Versigent Limited via a pro rata share distribution, so existing Aptiv holders now own shares in two independent companies. The stated ratio is one Versigent share for every three Aptiv ordinary shares held on the record date.

The spin-off is governed by a Separation and Distribution Agreement, which allocates responsibilities and ongoing arrangements between Aptiv and Versigent. Versigent now trades on the NYSE under ticker VGNT, so future value realization for that business will be reflected separately from Aptiv’s remaining operations.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.01 Completion of Acquisition or Disposition of Assets Financial
The company completed a significant acquisition or sale of business assets.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Spin-off distribution ratio 1 Versigent share per 3 Aptiv shares Pro rata distribution to holders of record
Record date March 17, 2026 Eligibility date for Versigent share distribution
Distribution date and time April 1, 2026, 12:01 a.m. ET Completion of Versigent spin-off
Versigent ticker VGNT Versigent ordinary shares listed on NYSE
Aptiv ordinary share par value $0.01 per share Class listed on New York Stock Exchange
Spin-Off financial
"completed the previously announced separation (the “Spin-Off”) of Versigent Limited"
A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.
pro rata distribution financial
"was achieved through the Company’s pro rata distribution of all of the outstanding ordinary shares"
A pro rata distribution is when a company or organization shares out money, assets, or benefits evenly among all eligible people based on their size or share. For example, if a company makes a profit and distributes it to shareholders, each person gets a portion proportional to how many shares they own. It ensures everyone gets their fair part based on their ownership or stake.
Separation and Distribution Agreement financial
"entered into a separation and distribution agreement (the “Separation and Distribution Agreement”) to effect the Spin-Off"
Information Statement regulatory
"Versigent’s Information Statement, which is attached as Exhibit 99.1"
An information statement is a formal document companies distribute to investors and the public to explain important facts about a corporate action, transaction, or situation — for example changes in management, business plans, or financial events. It’s like a clear, written notice that lays out what happened and why it matters, helping investors judge risk and make decisions without being asked to vote. Reliable, timely information can affect share prices and investor trust.
pro forma financial information financial
"The pro forma financial information required by this item will be filed by amendment"
Pro forma financial information are adjusted financial numbers that show how a company’s results might look after a specific event or after removing one-time items, like a cleaned-up or “what if” version of its earnings. Investors use these figures to compare performance, judge future profitability, or evaluate the impact of mergers, restructurings or large transactions, but they require scrutiny because adjustments can make results look rosier than standard accounting statements.
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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) March 30, 2026

 

 

Aptiv PLC

(Exact name of registrant as specified in its charter)

 

 

 

Jersey   001-35346   98-1824200
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

Spitalstrasse 5

8200 Schaffhausen, Switzerland

(Address of Principal Executive Offices, Including Zip Code)

 

+41 52 580 96 00

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
symbol(s)

 

Name of each exchange
on which registered

Ordinary Shares, $0.01 par value per share   APTV   New York Stock Exchange
1.600% Senior Notes due 2028   APTV   New York Stock Exchange
4.650% Senior Notes due 2029   APTV   New York Stock Exchange
3.250% Senior Notes due 2032   APTV   New York Stock Exchange
5.150% Senior Notes due 2034   APTV   New York Stock Exchange
4.250% Senior Notes due 2036   APTV   New York Stock Exchange
4.400% Senior Notes due 2046   APTV   New York Stock Exchange
5.400% Senior Notes due 2049   APTV   New York Stock Exchange
3.100% Senior Notes due 2051   APTV   New York Stock Exchange
4.150% Senior Notes due 2052   APTV   New York Stock Exchange
5.750% Senior Notes due 2054   APTV   New York Stock Exchange
6.875% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2054   APTV   New York Stock Exchange

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 pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Introductory Note

On April 1, 2026 (the “Distribution Date”) at 12:01 a.m., eastern time, Aptiv PLC (the “Company”) completed the previously announced separation (the “Spin-Off”) of Versigent Limited (“Versigent”) from the Company. The Spin-Off of Versigent from the Company was achieved through the Company’s pro rata distribution of all of the outstanding ordinary shares of Versigent to holders of record of the Company’s ordinary shares. Each holder of record of the Company’s ordinary shares received one ordinary share of Versigent for every three ordinary shares of the Company held on March 17, 2026, the record date for the distribution. In lieu of fractional shares of Versigent, shareholders of the Company will receive cash. On April 1, 2026, Versigent’s ordinary shares began trading on the New York Stock Exchange under the ticker symbol “VGNT.”

 

Item 1.01

Entry into a Material Definitive Agreement.

Prior to the Distribution Date, the Company and Versigent entered into a separation and distribution agreement (the “Separation and Distribution Agreement”) to effect the Spin-Off. The Separation and Distribution Agreement sets forth the Company’s agreements with Versigent regarding the principal actions to be taken in connection with the Spin-Off, and other agreements that govern aspects of the Company’s relationship with Versigent following the Spin-Off. A summary of the material terms of the Separation and Distribution Agreement can be found in the section titled “Certain Relationships and Related Party Transactions—Agreements with Aptiv” in Versigent’s Information Statement, which is attached as Exhibit 99.1 to Versigent’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 12, 2026.

The summary of the Separation and Distribution Agreement, which is incorporated by reference into this Item 1.01 in its entirety, does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation and Distribution Agreement, which is filed as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 2.01

Completion of Acquisition or Disposition of Assets.

On April 1, 2026, the Spin-Off was completed in accordance with the Separation and Distribution Agreement. The description of the Spin-Off included under the Introductory Note of this Current Report on Form 8-K is incorporated into this Item 2.01 by reference.

 

Item 9.01

Financial Statements and Exhibits.

(b) Pro Forma Financial Information

The pro forma financial information required by this item will be filed by amendment to this Current Report on Form 8-K not later than four business days after the date of the Spin-Off.

(d) Exhibits

 

Exhibit

  

Description

2.1    Separation and Distribution Agreement, dated as of March 30, 2026, by and between Aptiv PLC and Versigent Limited.†+
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)
 

Certain portions of this exhibit have been redacted pursuant to Item 601(b)(2)(ii) and Item 601(b)(10)(iv) of Regulation S-K, as applicable. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request.

 

+

The schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Commission upon its request.

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      APTIV PLC
Date: April 1, 2026      

/s/ Katherine H. Ramundo

      Katherine H. Ramundo
      Executive Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary

FAQ

What corporate action did Aptiv (APTV) complete involving Versigent?

Aptiv completed a spin-off of Versigent Limited. The company separated Versigent into an independent entity by distributing all Versigent ordinary shares pro rata to Aptiv shareholders, so holders now own shares in both Aptiv and newly listed Versigent.

What was the Versigent share distribution ratio for Aptiv (APTV) holders?

Shareholders received one Versigent share for every three Aptiv shares. Each holder of record on March 17, 2026 was granted one ordinary share of Versigent for every three Aptiv ordinary shares held, with cash paid instead of fractional shares.

When was the record date and distribution date for the Aptiv (APTV) spin-off?

The record date was March 17, 2026 and distribution occurred April 1, 2026. Eligible Aptiv shareholders were determined as of March 17, 2026, and the spin-off distribution took place at 12:01 a.m. Eastern time on April 1, 2026.

On which exchange do Versigent shares from the Aptiv (APTV) spin-off trade?

Versigent trades on the New York Stock Exchange under “VGNT”. Following completion of the spin-off on April 1, 2026, Versigent’s ordinary shares began trading independently on the NYSE using the ticker symbol VGNT.

What agreement governs the Aptiv (APTV) and Versigent relationship after the spin-off?

A Separation and Distribution Agreement governs the relationship. Aptiv and Versigent entered into this agreement to implement the spin-off, allocate responsibilities, and set terms for their ongoing relationship following Versigent’s separation and NYSE listing.

Will Aptiv (APTV) provide pro forma financials after the Versigent spin-off?

Yes, Aptiv intends to file pro forma financial information by amendment. The company states that required pro forma financial data reflecting the spin-off will be filed no later than four business days after the April 1, 2026 distribution date.

Filing Exhibits & Attachments

5 documents
Aptiv Plc

NYSE:APTV

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