[8-K] Aptiv PLC Reports Material Event

Rhea-AI Filing Summary

Aptiv PLC announced that subsidiary Cyprium Holdings Limited filed a preliminary Form 10 with the SEC to separate Aptiv’s Electrical Distribution Systems business into a new, independent publicly traded company. The transaction is expected to be treated as a tax‑free spin‑off to shareholders, creating a standalone entity focused on the EDS business.

Aptiv plans to complete the separation by March 31, 2026, subject to customary closing conditions. The preliminary Form 10 is available on the SEC’s website. This step outlines the intended structure and begins the formal process toward a potential spin‑off, pending completion of required conditions.

Insights

Equity capital markets analyst

Preliminary Form 10 filing starts Aptiv’s EDS spin‑off process.

Aptiv disclosed that Cyprium Holdings Limited filed a preliminary Form 10 to separate the Electrical Distribution Systems business via an expected tax‑free spin‑off. Form 10 initiates detailed disclosures about the new company’s business, risks, and governance ahead of distribution.

The company targets completion by March 31, 2026, “subject to customary closing conditions.” That phrasing indicates dependencies such as regulatory clearances, effectiveness of the registration, final board approvals, and readiness of carved‑out financials.

Key items to review upon subsequent updates include the final Form 10 effectiveness, the record/distribution mechanics, and any changes to the target timing. Actual impact will depend on completion of those stated conditions.

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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):

November 14, 2025

________________________________________________________________________________________________________________________

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

+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):

☐ 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

4.350% Senior Notes due 2029

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

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Item 8.01    Other Events.

On November 14, 2025, Cyprium Holdings Limited, a subsidiary of Aptiv PLC (the “Company”), publicly filed a preliminary Registration Statement on Form 10 with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the Company’s intended separation of its Electrical Distribution Systems business into a new, independent publicly traded company, through a transaction expected to be treated as a tax-free spin-off to its shareholders (the “Separation”).

The Company plans to complete the Separation by March 31, 2026, subject to customary closing conditions.

A copy of the preliminary Form 10 is available on the SEC website at www.sec.gov.

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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:

November 14, 2025

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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FAQ

What did APTV announce in this 8-K?

Aptiv stated that subsidiary Cyprium Holdings Limited filed a preliminary Form 10 to separate the Electrical Distribution Systems business via an expected tax‑free spin‑off.

What business is Aptiv spinning off and into what entity?

The Electrical Distribution Systems business is intended to become a new, independent publicly traded company under Cyprium Holdings Limited.

What is the timeline for the Aptiv spin-off (APTV)?

Aptiv plans to complete the separation by March 31, 2026, subject to customary closing conditions.

How will the transaction be treated for tax purposes?

It is expected to be treated as a tax‑free spin‑off to shareholders.

Where can investors find the preliminary Form 10 for APTV's spin-off?

A copy is available on the SEC’s website at www.sec.gov.

What conditions apply to completing the separation?

Aptiv notes completion is subject to customary closing conditions.