Lear Corp (LEA) SVP & CFO discloses RSU grant and stock withholding

Rhea-AI Filing Summary

Lear Corp’s SVP and CFO reported equity awards and share transactions. On January 2, 2026, the executive received 11,870 restricted stock units (RSUs), each convertible into one share of common stock, with one-third vesting on January 4, 2027, one-third on January 4, 2028, and the final third on January 4, 2029.

On January 4, 2026, 8,103 RSUs from a January 3, 2023 grant vested and were converted into common stock at an exercise price of $0. To cover tax withholding, 3,615 shares were withheld by the company at a price of $118.61 per share. Following these transactions, the officer directly owned 19,732 shares of Lear Corp common stock.

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

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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^*

Cardew Jason M

(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)
	SVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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	01/04/2026		M		8,103	A	$0(1)	23,347	D
Common Stock	01/04/2026		F(2)		3,615	D	$118.61	19,732	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
Restricted Stock Units	(3)	01/02/2026		A		11,870		(3)	(3)	Common Stock	11,870	$0	11,870	D
Restricted Stock Units	(4)	01/04/2026		M			8,103	(4)	(4)	Common Stock	8,103	$0	0	D

Explanation of Responses:

1. The restricted stock units were granted on January 3, 2023 and vested in full on January 4, 2026.

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

3. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units were granted on January 2, 2026. One-third of the restricted stock units vest on January 4, 2027; one-third of the restricted stock units vest on January 4, 2028 and the remaining one-third of the restricted stock units vest on January 4, 2029.

4. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units were granted on January 3, 2023 and vested in full on January 4, 2026.

	/S/ Jacqlyn Waite, as Attorney-in-Fact	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Lear Corp (LEA) report in this Form 4?

The filing shows Lear Corp’s SVP and CFO acquired shares through the vesting and conversion of previously granted restricted stock units (RSUs), along with a new RSU grant.

How many restricted stock units did the Lear Corp SVP and CFO receive?

On January 2, 2026, the executive received 11,870 RSUs, each convertible into one share of Lear Corp common stock.

What are the vesting dates for the 11,870 Lear Corp RSUs granted in 2026?

One-third of the 11,870 RSUs vests on January 4, 2027, another third on January 4, 2028, and the remaining third on January 4, 2029.

What happened when Lear Corp RSUs from 2023 vested in January 2026?

RSUs granted on January 3, 2023 vested in full on January 4, 2026, resulting in 8,103 shares of common stock being acquired at an exercise price of $0.

Why were 3,615 Lear Corp shares withheld in this insider transaction?

3,615 shares were withheld by Lear Corp on January 4, 2026 to satisfy tax withholding requirements at a price of $118.61 per share.

How many Lear Corp shares does the SVP and CFO own after these transactions?

After the reported transactions, the SVP and CFO beneficially owned 19,732 shares of Lear Corp common stock directly.

How are Lear Corp restricted stock units structured in this filing?

Each restricted stock unit is convertible into one share of Lear Corp common stock on a 1-for-1 basis, with vesting schedules specified in the award terms.