[8-K] Sensata Technologies Holding plc Reports Material Event

Sensata Technologies Holding plc reported early tender results and amended its ongoing cash tender offers to repurchase certain senior notes.

Rhea-AI Filing Summary

Sensata Technologies Holding plc reported early tender results and amended its ongoing cash tender offers to repurchase certain senior notes. The offers provide for the purchase of up to $350,000,000 in total cash consideration, excluding applicable accrued and unpaid interest, across three series: STBV’s 4.000% Senior Notes due 2029, STBV’s 5.875% Senior Notes due 2030, and STI’s 4.375% Senior Notes due 2030, each subject to acceptance priority levels and proration.

The amendment eliminates the cap on STBV’s 2029 Notes, which had been $300,000,000 in aggregate principal amount. A press release detailing the early tender results and the amendment is furnished as Exhibit 99.1.

Insights

Credit & Liability Management Analyst

Neutral liability management update; up to $350,000,000 targeted.

Sensata disclosed early tender results and adjusted terms for ongoing note repurchases. The program targets up to $350,000,000 of cash consideration (excluding accrued interest) across three senior note series, with acceptance priority and proration governing allocations.

The company removed the prior $300,000,000 cap on the STBV 2029 Notes, allowing greater potential take-up in that tranche. This is a standard balance sheet action; actual impact depends on participation levels disclosed in the press release.

The filing lists instruments and amounts but not pricing or uptake details in this excerpt. Subsequent materials may quantify purchased principal and any remaining authorization.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

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Accepted by SEC EDGAR 11/12/2025 - 08:27 AM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 __________________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 11, 2025

__________________________________________ 

SENSATA TECHNOLOGIES HOLDING PLC

(Exact name of Registrant as specified in its charter)

 __________________________________________

England and Wales

001-34652

98-1386780

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

529 Pleasant Street

Attleboro, Massachusetts 02703, United States

(Address of Principal executive offices, including Zip Code)

+1(508) 236 3800

(Registrant's telephone number, including area code) 

Not Applicable

(Former name or former address, if changed since last report)

 __________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of exchange on which registered
Ordinary Shares - nominal value €0.01 per share			ST			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company ☐ 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01 Other Events.

On November 11, 2025, Sensata Technologies Holding plc (“Sensata”) and its indirect, wholly owned subsidiaries, Sensata Technologies B.V. (“STBV”) and Sensata Technologies, Inc. (“STI” and, together with STBV, the “Offerors”), announced the early tender results for the previously announced tender offers (the “Tender Offers”) to purchase for cash up to $350,000,000 in total cash consideration payable, excluding applicable accrued and unpaid interest, for, in the case of STBV, 4.000% Senior Notes due 2029 issued by STBV (the “STBV 2029 Notes”) and 5.875% Senior Notes due 2030 issued by STBV, and, in the case of STI, 4.375% Senior Notes due 2030 issued by STI, subject in each case to applicable acceptance priority levels and proration arrangements. The press release announcing the early tender results also announced the elimination of the cap on the purchase of the STBV 2029 Notes, which cap was previously set at $300,000,000 in aggregate principal amount of such notes. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

This report does not constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation, or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
99.1						November 11, 2025 press release entitled “Sensata Technologies Holding plc and Certain Subsidiaries Announce the Early Tender Results and Amendment of Cash Tender Offers.”
104						Cover Page Interactive Data File (embedded within inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SENSATA TECHNOLOGIES HOLDING PLC

/s/ Andrew Lynch

Date:

November 12, 2025

Name: Andrew Lynch

Title: Executive Vice President and Chief Financial Officer

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