Lear (LEA) strategy chief reports 9,328-share award, 4,068 withheld for tax

Rhea-AI Filing Summary

Lear Corporation executive Alicia J. Davis, SVP and Chief Strategy Officer, reported equity compensation activity in company common stock. On February 12, 2026, she acquired 9,328 shares at $0 in connection with the settlement of performance shares for a three-year performance period ending December 31, 2025, under Lear’s 2019 Long-Term Stock Incentive Plan.

On the same date, 4,068 shares were disposed of at $136.73 per share, with the shares withheld by the company to satisfy tax withholding requirements. After these transactions, she directly beneficially owned 16,602 shares of Lear common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Davis Alicia J.

Role SVP and Chief Strategy Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	9,328	$0.00	--
Tax Withholding	Common Stock	4,068	$136.73	$556K

Holdings After Transaction: Common Stock — 20,670 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
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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^*

Davis Alicia J.

(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 Chief Strategy Officer

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)		9,328	A	$0	20,670	D
Common Stock	02/12/2026		F(2)		4,068	D	$136.73	16,602	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) report for Alicia J. Davis?

Lear reported that executive Alicia J. Davis acquired 9,328 shares of common stock through performance share settlement and had 4,068 shares withheld to cover taxes. After these February 12, 2026 transactions, she directly beneficially owned 16,602 Lear common shares.

How many Lear (LEA) shares did Alicia J. Davis acquire in this Form 4?

Alicia J. Davis acquired 9,328 Lear common shares at a reported price of $0 per share. The acquisition reflects settlement of non-derivative performance shares earned for a three-year performance period ending December 31, 2025, under Lear’s 2019 Long-Term Stock Incentive Plan.

Why were 4,068 Lear (LEA) shares disposed of in Alicia J. Davis’s filing?

The 4,068 Lear common shares were disposed of to satisfy tax withholding obligations. The filing states these shares were withheld by the company at $136.73 per share, corresponding to payment of tax liability related to the equity award settlement on February 12, 2026.

What is Alicia J. Davis’s Lear (LEA) share ownership after these transactions?

Following the reported transactions, Alicia J. Davis directly beneficially owned 16,602 shares of Lear common stock. This figure reflects the net position after receiving 9,328 shares from performance share settlement and having 4,068 shares withheld to cover associated tax obligations.

What plan governed the performance share settlement in Lear (LEA) Form 4?

The performance share settlement was granted under the 2019 Lear Corporation Long-Term Stock Incentive Plan, as amended and restated. The filing notes these non-derivative performance shares covered a three-year performance period ending December 31, 2025, and were exempt under Rule 16b-3(d).

What is the role of Alicia J. Davis at Lear (LEA)?

Alicia J. Davis serves as Senior Vice President and Chief Strategy Officer at Lear Corporation. Her position is identified in the Form 4, which reports her direct beneficial ownership changes in Lear common stock resulting from equity compensation settlement and related tax withholding.