Lear Corp (LEA) director converts 264 deferred units into stock

Rhea-AI Filing Summary

LEAR CORP director Roger A. Krone reported equity compensation activity involving deferred stock units. On 2026-02-20, he converted 264 deferred stock units into an equal number of common shares at a stated price of $0.0000 per share, pursuant to his deferral election under the Lear Corporation Outside Directors Compensation Plan. Following these transactions, he directly holds 2,180 common shares and 3,347 deferred stock units.

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^*

KRONE ROGER A

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M(1)		264	A	$0	2,180	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
Deferred Stock Units	(2)	02/20/2026		M			264	(3)	(3)	Common Stock	264	$0	3,347	D

Explanation of Responses:

1. Conversion of deferred stock units accrued under the Lear Corporation Outside Directors Compensation Plan into shares of common stock pursuant to the Reporting Person's deferral election.

2. Each deferred stock unit is equal in value to one share of the Issuer's common stock.

3. The deferred stock units were accrued under the Lear Corporation Outside Directors Compensation Plan pursuant to a deferral election and are generally paid in common stock pursuant to the Reporting Person's deferral election.

	/s/ Jacqlyn Waite, as Attorney-in-Fact	02/23/2026
	** 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).
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FAQ

What insider transaction did LEAR CORP (LEA) director Roger A. Krone report?

Roger A. Krone reported converting 264 deferred stock units into common shares. The units were accrued under Lear’s Outside Directors Compensation Plan and converted pursuant to his deferral election, with a stated price of $0.0000 per share in this equity compensation transaction.

How many LEAR CORP (LEA) common shares does Roger A. Krone hold after this Form 4?

After the reported transactions, Roger A. Krone directly holds 2,180 shares of LEAR CORP common stock. This reflects the conversion of 264 deferred stock units into shares, as disclosed in the Form 4 insider transaction report filed for February 20, 2026.

What are deferred stock units in the LEAR CORP (LEA) Outside Directors Compensation Plan?

Deferred stock units are equity awards where each unit equals one share of LEAR CORP common stock. For outside directors, units accrue under the compensation plan and are generally paid in common stock according to the director’s deferral election, as described in the Form 4 footnotes.

Did Roger A. Krone buy or sell LEAR CORP (LEA) shares on the open market?

The Form 4 shows a conversion of derivative securities, not an open-market buy or sell. Code “M” indicates exercise or conversion of deferred stock units into common shares at a stated price of $0.0000 per share under the director compensation plan.

How many LEAR CORP (LEA) deferred stock units does Roger A. Krone hold after the transaction?

Following the reported activity, Roger A. Krone holds 3,347 deferred stock units. These units were accrued under the Lear Corporation Outside Directors Compensation Plan and are generally payable in common stock according to his previously made deferral election, as disclosed in the filing footnotes.

What does transaction code “M” mean in the LEAR CORP (LEA) Form 4?

Transaction code “M” on this Form 4 means exercise or conversion of a derivative security. Here, it reflects conversion of deferred stock units into LEAR CORP common shares under the outside directors compensation plan, rather than a traditional market purchase or sale of stock.