LEAR Corp (LEA) EVP Jacqlyn Waite discloses RSU grant, vesting and tax share withholding

Rhea-AI Filing Summary

LEAR Corp executive Jacqlyn Waite reported equity compensation and related share movements. As EVP and President, Seating, she received 12,899 restricted stock units on January 2, 2026, 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.

Previously granted restricted stock units from January 3, 2023 fully vested on January 4, 2026, resulting in the acquisition of 8,103 shares of common stock at a stated price of $0. On the same date, 3,615 shares were withheld by the company at $118.61 per share to satisfy tax withholding requirements. After these transactions, Waite directly beneficially owned 19,273 shares of common stock and 12,899 restricted 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^*

Orsini Frank C

(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)
	EVP and President, Seating

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)	22,888	D
Common Stock	01/04/2026		F(2)		3,615	D	$118.61	19,273	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		12,899		(3)	(3)	Common Stock	12,899	$0	12,899	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.

	Jacqlyn Waite	01/06/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did LEAR Corp (LEA) report for Jacqlyn Waite?

LEAR Corp reported that Jacqlyn Waite, EVP and President, Seating, acquired 8,103 shares of common stock upon vesting of restricted stock units on January 4, 2026, and had 3,615 shares withheld to cover tax obligations.

How many LEAR Corp (LEA) shares does Jacqlyn Waite own after these transactions?

Following the reported transactions, Jacqlyn Waite directly beneficially owned 19,273 shares of LEAR Corp common stock and held 12,899 restricted stock units.

What restricted stock units were granted to Jacqlyn Waite by LEAR Corp (LEA) in 2026?

On January 2, 2026, LEAR Corp granted 12,899 restricted stock units to Jacqlyn Waite, each convertible into one share of common stock, vesting in three equal installments on January 4, 2027, January 4, 2028, and January 4, 2029.

What was the purpose of the LEAR Corp (LEA) share withholding on January 4, 2026?

On January 4, 2026, 3,615 shares of LEAR Corp common stock were withheld at $118.61 per share to satisfy tax withholding requirements related to the vesting of restricted stock units.

What prior LEAR Corp (LEA) restricted stock grant vested for Jacqlyn Waite in 2026?

Restricted stock units granted to Jacqlyn Waite on January 3, 2023 vested in full on January 4, 2026, resulting in the acquisition of 8,103 shares of common stock.

What is the conversion ratio of Jacqlyn Waite’s LEAR Corp (LEA) restricted stock units?

Each of Jacqlyn Waite’s restricted stock units reported in this filing is convertible into one share of LEAR Corp common stock on a 1-for-1 basis.