Lear (NYSE: LEA) VP awarded shares as stock withheld for taxes

Rhea-AI Filing Summary

Lear Corporation executive Marianne Vidershain, VP, Treasurer and Head of Investor Relations, reported two stock transactions dated February 12, 2026. She acquired 3,054 shares of common stock at $0 as settlement of performance shares earned under Lear’s long-term incentive plan.

On the same date, 1,332 shares were disposed of at $136.73 per share, with the shares withheld by the company to cover tax obligations related to the award. After these transactions, she directly owned 3,452 shares of Lear common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider VIdershain Marianne

Role VP, Treas & Head of Inv Relat

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,054	$0.00	--
Tax Withholding	Common Stock	1,332	$136.73	$182K

Holdings After Transaction: Common Stock — 4,784 shares (Direct)

Footnotes (1)

1. Settlement of non-derivative performance shares for the three-year performance period ending December 31, 2025, granted under the 2019 Lear Corporation Long-Term Stock Incentive Plan, as amended and restated, and exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(d). Shares withheld by the Company to satisfy tax withholding requirements.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

VIdershain Marianne

(Last) (First) (Middle)

21557 TELEGRAPH ROAD

(Street)

SOUTHFIELD MI 48033

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LEAR CORP [ LEA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Treas & Head of Inv Relat

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		A(1)		3,054	A	$0	4,784	D
Common Stock	02/12/2026		F(2)		1,332	D	$136.73	3,452	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

Explanation of Responses:

1. Settlement of non-derivative performance shares for the three-year performance period ending December 31, 2025, granted under the 2019 Lear Corporation Long-Term Stock Incentive Plan, as amended and restated, and exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(d).

2. Shares withheld by the Company to satisfy tax withholding requirements.

	/s/ Joshua Mullin, as Attorney-in-Fact	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Lear (LEA) VP Marianne Vidershain report?

Marianne Vidershain reported two transactions on February 12, 2026: an acquisition of 3,054 Lear common shares at $0 from performance share settlement, and a disposition of 1,332 shares at $136.73 withheld by the company to satisfy related tax withholding requirements.

How many Lear (LEA) shares does Marianne Vidershain own after these Form 4 transactions?

Following the reported transactions, Marianne Vidershain directly owns 3,452 shares of Lear common stock. This reflects the net result after receiving 3,054 shares from performance-based awards and having 1,332 shares withheld by the company to cover associated tax obligations.

Why did Lear (LEA) withhold 1,332 shares from Marianne Vidershain?

The 1,332 Lear shares were withheld by the company to satisfy tax withholding requirements arising from the settlement of performance shares. Instead of paying the taxes in cash, a portion of the awarded shares was used to cover the tax liability.

What was the nature of the 3,054 Lear (LEA) shares acquired by Marianne Vidershain?

The 3,054 shares represent settlement of non-derivative performance shares for a three-year performance period ending December 31, 2025. They were granted under Lear’s 2019 Long-Term Stock Incentive Plan and were reported as acquired at a price of $0 per share.

What transaction codes were used in Marianne Vidershain’s Lear (LEA) Form 4?

The Form 4 shows transaction code A for the acquisition of 3,054 Lear common shares as a grant or award, and transaction code F for the disposition of 1,332 shares used to pay tax withholding obligations through share delivery rather than a separate cash payment.

What role does Marianne Vidershain hold at Lear (LEA) in this Form 4?

In this Form 4, Marianne Vidershain is identified as an officer of Lear Corporation, serving as Vice President, Treasurer and Head of Investor Relations. The transactions reported reflect changes in her directly held common stock under the company’s long-term incentive compensation program.