Lear raises share buyback authorization to $1.5B
The $1.5 billion authorization equals approximately 26% of Lear’s market capitalization at current market prices, while repurchases remain discretionary.
Rhea-AI Filing Summary
Lear Corporation’s board approved an increase to its share repurchase authorization to $1.5 billion and extended the authorization period until December 31, 2029. Lear states this total authorization represents approximately 26% of its total market capitalization at current market prices; repurchases remain subject to the company’s discretion regarding alternative uses of capital and prevailing financial, market and industry conditions.
At the end of the second quarter of 2026, approximately $600 million remained under the authorization that expires on December 31, 2026. Since the program began in 2011 through the end of the second quarter of 2026, Lear repurchased 63.6 million shares for a total of $6.1 billion; Lear said this represented an approximately 60% reduction in shares outstanding relative to the level at the program’s commencement. Repurchases may use open-market purchases, accelerated share repurchase programs, privately negotiated transactions or structured repurchase transactions.
Positive
- Board-approved repurchase authorization totals $1.5 billion, approximately 26% of market capitalization at current market prices.
Negative
- None.
Insights
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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, or exhibit attachments filed with this report.
Key Figures
Share repurchase authorization: $1.5 billion
Authorization as a share of market capitalization: Approximately 26%
Remaining share repurchase authorization: Approximately $600 million
+4 more
7 metrics
Share repurchase authorization
$1.5 billion
Total authorization after the board-approved increase.
Authorization as a share of market capitalization
Approximately 26%
At current market prices.
Remaining share repurchase authorization
Approximately $600 million
At the end of the second quarter of 2026; the authorization expires December 31, 2026.
Shares repurchased
63.6 million shares
From program initiation in 2011 through the end of the second quarter of 2026.
Total spent on repurchases
$6.1 billion
From program initiation in 2011 through the end of the second quarter of 2026.
Reduction in shares outstanding
Approximately 60%
Relative to shares outstanding at the program’s commencement, as stated by Lear.
Extended authorization period
Until December 31, 2029
The board extended the share repurchase authorization period.
Key Terms
share repurchase authorization, accelerated share repurchase programs, structured repurchase transactions
3 terms
structured repurchase transactions financial
"privately negotiated transactions and structured repurchase transactions"
Structured repurchase transactions are agreements where one party sells securities to another with a promise to buy them back later, often with added terms such as collateral haircuts, staged repayment dates or linked cashflows. Think of it like a short-term, collateralized loan with customized rules; investors watch them because they affect liquidity, short-term funding costs and the perceived safety of the assets backing the deal, which can influence market risk and credit exposure.
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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): September 24, 2026
______________________________________
(Exact name of Registrant as specified in its charter)
______________________________________
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) | ||||||
(Address of principal executive offices)
(248 ) 447-1500
(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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||||||
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 ☐
Section 8 - Other Events
Item 8.01 Other Events
On September 24, 2026, Lear Corporation (the "Company") announced that its Board of Directors approved an increase to the Company's share repurchase authorization to $1.5 billion and extended the term of such authorization to December 31, 2029. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Exhibit Description | |||||||
| 99.1 | Press released issued September 24, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
2
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.
| Lear Corporation | ||||||||||||||||||||
| September 24, 2026 | By: | /s/ Jason M. Cardew | ||||||||||||||||||
| Name: | Jason M. Cardew | |||||||||||||||||||
| Title: | Senior Vice President and Chief Financial Officer | |||||||||||||||||||
Exhibit 99.1
FOR IMMEDIATE RELEASE
Lear Increases Share Repurchase
Authorization to $1.5 Billion and Extends Authorization
SOUTHFIELD, Michigan, September 24, 2026 -- Lear Corporation (NYSE: LEA), a global automotive technology leader in Seating and E-Systems, today announced that its Board of Directors has approved an increase to the Company's share repurchase authorization to $1.5 billion and extended the authorization period until December 31, 2029.
"The confidence Lear’s Board has in the Company’s outlook and its ability to generate free cash flow allows for the actions announced today,” said Gregory C. Smith, Lear’s Non-Executive Chairman. “The Board fully supports the Company's capital allocation priorities, which are designed to maximize long-term shareholder value by making organic and inorganic investments to drive profitable growth and improve competitiveness, maintaining a strong and flexible balance sheet, and consistently returning excess cash to shareholders.”
At the end of the second quarter 2026, Lear had approximately $600 million remaining on its share repurchase authorization which expires on December 31, 2026. As a result of the Board’s action, Lear’s total share repurchase authorization is now $1.5 billion and reflects approximately 26% of its total market capitalization at current market prices.
Since initiating the share repurchase program in 2011 through the end of the second quarter 2026, Lear has repurchased 63.6 million shares of its common stock for a total of $6.1 billion. This represents a reduction of approximately 60% of our shares outstanding as of the commencement of the share repurchase program.
Lear may implement share repurchases under its share repurchase authorization utilizing a variety of methods, including open market purchases, accelerated share repurchase programs, privately negotiated transactions and structured repurchase transactions. Share repurchases are subject to the Company's discretion with respect to alternative uses of capital, as well as prevailing financial, market and industry conditions.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding anticipated financial results and liquidity. The words “may,” “designed to,” “outlook,” “believes,” “should,” “anticipates,” “plans,” “expects,” “intends,” “estimates,” “forecasts,” “targets” and similar expressions identify certain of these forward-looking statements. The Company also may provide forward-looking statements in oral statements or other written materials released to the public. All statements contained or incorporated in this press release or in any other public statements that address the Company’s potential future use of its share repurchase authorization or developments that the Company expects or anticipates may occur in the future
are forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements are discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including the section entitled "Risk Factors," and its other Securities and Exchange Commission filings. Future usage of the share repurchase authorization will be based on various factors, including the trading prices of the Company’s common stock and alternative potential uses of the Company’s capital as well as the Company’s operating results, which depend in part on actual industry production volumes, the impact of, and our ability to mitigate the effects of, U.S. or foreign policies regarding trade, including tariffs and export restrictions and any changes to tariffs or export restrictions, any resulting volume reductions or changes in vehicle production schedules by our customers, the duration and scope of any government shutdown and any other industry disruptions, supply chain disruptions, labor disruptions, unforeseen operational disruptions impacting our customers, commodity prices, changes in foreign exchange rates, the impact of restructuring actions and the Company's success in implementing its operating strategy.
The forward-looking statements in this press release are made as of the date hereof, and the Company does not assume any obligation to update, amend, or clarify them to reflect events, new information or circumstances occurring after the date hereof.
About Lear Corporation
Lear Corporation (NYSE: LEA) is a global automotive leader in Seating and E-Systems. The company designs, manufactures, and delivers advanced technologies to the world’s major automakers. Building on more than 100 years of heritage, Lear is the largest U.S.-based automotive supplier, headquartered in Southfield, Michigan. Driven by a commitment to innovation, operational excellence, and sustainability, Lear’s global team of talented employees is shaping the future of mobility by developing solutions that enhance comfort, safety, and efficiency. More information is available at Lear.com.
| CONTACTS: | ||||||||
| Marianne Vidershain | Tim Brumbaugh | |||||||
| Vice President, Treasurer | Vice President, Investor Relations | |||||||
and Head of Investor Relations | (248) 447-1329 | |||||||
| (248) 447-5541 | ||||||||
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