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LEAR CORP

For the period ended Mar 29, 2025. Filed May 6, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 29, 2025 · Filed May 6, 2025

LEA$110.28-3.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-28; filed 2024-10-24.

0000842162-24-000062

Item 2. – Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-29; filed 2025-05-06.

0000842162-25-000042

Item 2. – Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 186 previous paragraphs and 166 current paragraphs.

89 unchanged; 55 reworded; 21 added; 33 removed; 9 previous and 1 current paragraphs rearranged.

Tables are not compared: 13 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (21)

Current report

Since his inauguration in January 2025, President Donald J. Trump has announced various tariffs that impact industries around the world, including the automotive industry. As of the date of this Report, the tariffs announced by the current U.S. administration that could adversely impact our business include:

Current report

•25% tariff on imports of automobiles and certain automobile parts into the United States from all countries (with respect to automotive parts, the "Automobile Parts Tariff"). Automobile parts that meet specific rules of origin under the United States-Mexico-Canada Agreement ("USMCA" and "USMCA-qualifying") are currently exempt from the Automobile Parts Tariff; however, this exemption may be modified to include only the U.S. content of USMCA-qualifying automobile parts.

Current report

•25% tariff on all imports into the United States from Mexico and Canada except for USMCA-qualifying goods (the "Mexico/Canada Tariff"). The Mexico/Canada Tariff does not apply to goods subject to the Automobile Parts Tariff.

Current report

•25% tariff on all steel and aluminum imports into the United States from all countries (the "Steel/Aluminum Tariff"). The Steel/Aluminum Tariff does not apply to goods subject to the Automobile Parts Tariff or the Mexico/Canada Tariff.

Current report

•Incremental 20% tariff on all imports into the United States from China (the "China Tariff").

Current report

•10% tariff on all imports into the United States from all countries that are not subject to the Automobile Parts, Mexico/Canada or Steel/Aluminum Tariffs. Country-specific tariffs were to have replaced the 10% tariffs effective April 9, 2025, but have been paused for ninety days with the exception of China (the "Reciprocal Tariffs"). The China Reciprocal Tariff is 125% and is additive to the China Tariff discussed above.

Current report

Although U.S. tariffs did not have a material impact on our operating performance in the first quarter of 2025, the impact of the tariffs noted above could adversely affect our future financial condition and operating results if implemented as currently drafted and absent recovery of such costs from our customers or success of other mitigating actions.

Current report

The vast majority of products in both our Seating and E-Systems businesses are USMCA-qualifying and therefore exempt from the Mexico/Canada Tariff. Further, the vast majority of products in our Seating business are not subject to the Automobile Parts Tariff. However, the Automobile Parts Tariff does apply to the wire harnesses we assemble in our E-Systems business and import into the United States. While the wire harnesses we import from Mexico are USMCA-qualifying and currently exempt from the Automobile Parts Tariff, the wire harnesses we import from Honduras are subject to such tariff, which could materially impact cost of sales in our E-Systems business. Moreover, if the exemption under the Automobile Parts Tariff is modified to include only the U.S. content of USMCA-qualifying goods, this tariff also could materially impact cost of sales in our E-Systems business with respect to wire harnesses we import from Mexico. Although a less substantial impact than the Automobile Parts Tariff, the Mexico/Canada, Steel/Aluminum, China and Reciprocal Tariffs could impact our cost of sales relating to certain non-USMCA-qualifying goods imported from Mexico, small steel and aluminum parts imported globally, goods imported from China and other goods subject to Reciprocal Tariffs. In addition to these impacts on our cost of sales, the aforementioned tariffs, separately or in the aggregate, could materially impact our net sales and other aspects of our financial performance, if they negatively impact vehicle production volumes or result in disruptions in the supply chain, including disruptions with respect to our customers or suppliers.

Current report

The actual impact of these tariffs on our business, financial condition and results of operations is subject to a number of factors that are not yet known or are subject to change, including the effect such tariffs may have on consumer demand and global automotive production volumes, the effective dates and duration of such tariffs, future changes in the amounts and scope of such tariffs, the potential withdrawal of such tariffs in whole or in part, the scope and effective date of any exemptions to such tariffs, any modification to existing exemptions to the tariffs, countermeasures that the target countries may take in response to such tariffs, and the impact such tariffs may have on our customers and our supply chain. We expect the ultimate cost of tariffs to be recovered from our customers and are implementing certain actions, and considering others, to counter the potential impact of such tariffs on our business, financial condition and results of operations, including, without limitation, participating in industry efforts to inform the U.S. and certain foreign administrations and legislatures of the impact of current trade and tariff policies on the automotive industry and evaluating our production footprint and alternatives in our supply chain. However, we can provide no assurance that we will be successful in recovering such costs from our customers or that any of these mitigating actions will be successful or will not disrupt and deteriorate our business, operations and financial performance.

Current report

For risks related to tariffs, see Part II — Item 1A, "Risk Factors," included in this Report and Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2024.

Current report

In February 2025, we completed the acquisition of StoneShield Engineering ("StoneShield"), a privately held system integrator based in Castelo Branco, Portugal. StoneShield specializes in the design and development of automation technology for the wire harness industry with expertise in robotics, automated taping applications and high voltage harness assembly. Our acquisition of StoneShield will accelerate the automation of our production processes in our E-Systems business, further improving our efficiency and operational excellence.

Current report

In the three months ended March 29, 2025 and March 30, 2024, we recognized net tax benefits of $9 million and $13 million, respectively, related to restructuring charges and various other items.

Current report

Interest expense, net was $26 million in the first quarters of 2025 and 2024.

Current report

Equity in net income of affiliates was $12 million in the first quarter of 2025, as compared to $11 million in the first quarter of 2024.

Current report

Seating net sales were $4.2 billion in the first quarter of 2025, as compared to $4.5 billion in the first quarter of 2024, reflecting a decrease of $326 million or 7%. Lower production volumes on Lear platforms and foreign exchange rate fluctuations negatively impacted net sales by $288 million and $76 million, respectively. Commercial recoveries were partially offset by the impact of selling price reductions.

Current report

Segment earnings, including restructuring costs, and the related margin on net sales were $216 million and 5.2% in the first quarter of 2025, as compared to $242 million and 5.4% in the first quarter of 2024. Lower production volumes on Lear platforms reduced segment earnings by $67 million. The impact of favorable operating performance, including the benefit of operational restructuring actions, was partially offset by selling price reductions and higher restructuring costs.

Current report

E-Systems net sales were $1.4 billion in the first quarter of 2025, as compared to $1.5 billion in the first quarter of 2024, reflecting a decrease of $108 million or 7%. The winddown and divestiture of certain business and lower production volumes on Lear platforms negatively impacted net sales by $91 million and $58 million, respectively. These decreases were partially offset by new business, which increased net sales by $39 million. Commercial recoveries were offset by the impact of foreign exchange rate fluctuations and selling price reductions.

Current report

Segment earnings, including restructuring costs, and the related margin on net sales were $56 million and 3.9% in the first quarter of 2025, as compared to $54 million and 3.6% in the first quarter of 2024. Lower production volumes on Lear platforms, net of new business, reduced segment earnings by $9 million. The impact of favorable operating performance, including the benefit of operational restructuring actions, was largely offset by selling price reductions and the winddown and divestiture of certain business.

Current report

•the impact of delayed program launches due to customer planning decisions;
Removed paragraphs (33)

Previous report

In July 2024, we completed the acquisition of WIP Industrial Automation ("WIP"), a privately held supplier based in Valladolid, Spain. WIP develops, integrates and deploys cutting-edge technologies to create customized automation solutions for production applications used in our business. Our acquisition of WIP further strengthens our robotics and AI-based capabilities, which are important for production efficiency, quality and safety in a modern manufacturing environment.

Previous report

In the three and nine months ended September 28, 2024, we recognized net tax benefits of $5 million and $28 million, respectively, related to the release of tax reserves and audit settlements at foreign subsidiaries, restructuring charges and various other items.

Previous report

In the three months ended September 30, 2023, we recognized net tax benefits of $7 million related to the release of a valuation allowance on deferred tax assets of a foreign subsidiary, restructuring charges and various other items. In the nine months ended September 30, 2023, we recognized net tax benefits of $25 million related to the release of valuation allowances on deferred tax assets of foreign subsidiaries, the release of tax reserves at foreign subsidiaries, restructuring charges and various other items.

Previous report

Interest expense, net was $27 million in the third quarter of 2024, as compared to $26 million in the third quarter of 2023.

Previous report

Equity in net income of affiliates was $13 million in the third quarter of 2024, as compared to $10 million in the third quarter of 2023.

Previous report

Seating net sales were $4.1 billion in the third quarter of 2024 , as compared to $4.3 billion in the third quarter of 2023. Lower production volumes on Lear platforms negatively impacted net sales by $300 million. This decrease was offset by new business, which increased net sales by $164 million. Commercial recoveries were offset by the impact of selling price reductions and foreign exchange rate fluctuations.

Previous report

Segment earnings, including restructuring costs, and the related margin on net sales were $242 million and 5.9% in the third quarter of 2024, as compared to $245 million and 5.7% in the third quarter of 2023. Lower production volumes on Lear platforms, net of new business, reduced segment earnings by $38 million. The impact of favorable operating performance, including the benefit of operational restructuring actions, and lower restructuring costs was partially offset by selling price reductions.

Previous report

E-Systems net sales in the third quarter of both 2024 and 2023 were $1.5 billion. Lower production volumes on Lear platforms negatively impacted net sales by $145 million. This decrease was offset by new business, which increased net sales by $100 million. Commercial recoveries were offset by the impact of selling price reductions and foreign exchange rate fluctuations.

Previous report

Segment earnings, including restructuring costs, and the related margin on net sales were $65 million and 4.4% in the third quarter of 2024, as compared to $60 million and 4.0% in the third quarter of 2023. Lower production volumes on Lear platforms, net of new business, reduced segment earnings by $12 million. The impact of favorable operating performance, including the benefit of operational restructuring actions, and lower restructuring costs was partially offset by selling price reductions.

Previous report

Nine Months Ended September 28, 2024 vs. Nine Months Ended September 30, 2023

Previous report

Net sales for both the nine months ended September 28, 2024 and the nine months ended September 30, 2023 were $17.6 billion. Lower production volumes on Lear platforms in North America, Europe and Africa, and Asia negatively impacted net sales by $722 million. This decrease was offset by new business in every region, which increased net sales by $624 million. Commercial recoveries were offset by the impact of selling price reductions and foreign exchange rate fluctuations.

Previous report

Cost of sales in the first nine months of both 2024 and 2023 was $16.3 billion. Lower production volumes on Lear platforms reduced cost of sales. This decrease was offset by new business, which increased cost of sales.

Previous report

Gross profit and gross margin were $1,252 million and 7.1% of net sales, respectively, for the nine months ended September 28, 2024, as compared to $1,305 million and 7.4% of net sales, respectively, for the nine months ended September 30, 2023. Lower production volumes on Lear platforms, net of new business, reduced gross profit by $65 million. Higher restructuring costs and impairment charges related to Fisker also reduced gross profit by $32 million. The impact of favorable operating performance, including the benefit of restructuring actions, was partially offset by selling price reductions and foreign exchange rate fluctuations. These factors had a corresponding impact on gross margin.

Previous report

Amortization of intangible assets was $39 million in the first nine months of 2024, as compared to $47 million, including a $2 million impairment charge, in the first nine months of 2023.

Previous report

Interest expense, net was $80 million in the first nine months of 2024, as compared to $76 million in the first nine months of 2023.

Previous report

For the nine months ended September 28, 2024, the provision for income taxes was $134 million, representing an effective tax rate of 23.3% on pretax income before equity in net income of affiliates of $574 million. For the nine months ended September 30, 2023, the provision for income taxes was $134 million, representing an effective tax rate of 22.3% on pretax income before equity in net income of affiliates of $601 million, for reasons described below. For further information, see Note 13, "Income Taxes," to the condensed consolidated financial statements included in this Report.

Previous report

In the first nine months of 2024 and 2023, the provision for income taxes was primarily impacted by the level and mix of earnings among tax jurisdictions. In the first nine months of 2024, we recognized net tax benefits of $28 million related to the release of tax reserves and audit settlements at foreign subsidiaries, restructuring charges and various other items. In the first nine months of 2023, we recognized net tax benefits of $25 million related to the release of valuation allowances on deferred tax assets of foreign subsidiaries, the release of tax reserves at several foreign subsidiaries, restructuring charges and various other items.

Previous report

Equity in net income of affiliates was $37 million in the first nine months of 2024, as compared to $36 million in the first nine months of 2023.

Previous report

Net income attributable to Lear was $419 million, or $7.33 per diluted share, for the nine months ended September 28, 2024, as compared to $445 million, or $7.50 per diluted share, for the nine months ended September 30, 2023. Net income and diluted net income per share decreased for the reasons described above.

Previous report

Seating net sales for both the nine months ended September 28, 2024 and the nine months ended September 30, 2023 were $13.0 billion. Lower production volumes on Lear platforms negatively impacted net sales by $627 million. This decrease was offset by new business, which increased net sales by $394 million. Commercial recoveries were offset by the impact of selling price reductions and foreign exchange rate fluctuations.

Previous report

Segment earnings, including restructuring costs, and the related margin on net sales were $760 million and 5.8% for the nine months ended September 28, 2024, as compared to $823 million and 6.2% for the nine months ended September 30, 2023. Lower production volumes on Lear platforms, net of new business, reduced segment earnings by $74 million. The impact of favorable operating performance, including the benefit of operational restructuring actions, was largely offset by selling price reductions, higher restructuring costs and foreign exchange rate fluctuations.

Previous report

E-Systems net sales were $4.6 billion for the nine months ended September 28, 2024, as compared to $4.4 billion for the nine months ended September 30, 2023, an increase of $135 million or 3%. New business favorably impacted net sales by $230 million. This increase was offset by lower production volumes on Lear platforms, which decreased net sales by $94 million. Commercial recoveries were offset by the impact of selling price reductions and foreign exchange rate fluctuations.

Previous report

Segment earnings, including restructuring costs, and the related margin on net sales were $189 million and 4.1% for the nine months ended September 28, 2024, as compared to $156 million and 3.5% for the nine months ended September 30, 2023. New business, net of lower production volumes on Lear platforms, increased segment earnings by $9 million. The impact of favorable operating performance, including the benefit of operational restructuring actions, was partially offset by selling price reductions and impairment charges related to Fisker.

Previous report

Segment earnings related to our other category were ($271) million in the first nine months of 2024, as compared to ($263) million in the first nine months of 2023.

Previous report

On May 1, 2023, we borrowed $150 million under our Term Loan to finance, in part, the acquisition of IGB.

Previous report

For further information related to our acquisition of IGB, see Note 2, "Acquisition," and for further information related to our Term Loan, see Note 8, "Debt," to the condensed consolidated financial statements included in this Report.
Reworded paragraphs (55)

Previous wording

Lear Corporation is a global automotive technology leader in Seating and E-Systems, enabling superior in-vehicle experiences for consumers around the world. We supply complete seat systems, key seat components, complete electrical distribution and connection systems, high-voltage power distribution products, including battery disconnect units ("BDUs"), low-voltage power distribution products, electronic controllers and other electronic products to all of the world's major automotive manufacturers.

Current wording

Lear Corporation is a global automotive technology leader in Seating and E-Systems, enabling superior in-vehicle experiences for consumers around the world. We supply complete seat systems, key seat components, complete electrical distribution and connection systems, high-voltage power distribution products, including battery disconnect units ("BDUs"), low-voltage power distribution products and electronic controllers to all of the world's major automotive manufacturers.

Previous wording

Lear is built on a foundation and strong culture of innovation, operational excellence, and engineering and program management capabilities. We use our product and process design and technological expertise, as well as our global reach and competitive manufacturing footprint, to achieve our financial goals and objectives. These include continuing to deliver profitable growth balancing risks and returns, investing in innovation to drive business growth and profitability, maintaining a strong balance sheet with investment grade credit metrics, and consistently returning capital to our stockholders. Further, we have aligned our strategy with key trends affecting our business — primarily electrification. At Lear, we are Making every drive better TM by providing technology for safer, smarter and more comfortable journeys, while adhering to our values —Be Inclusive. Be Inventive. Get Results the Right Way.

Current wording

Lear is built on a foundation and strong culture of innovation, operational excellence, and engineering and program management capabilities. We use our product and process design and technological expertise, as well as our global reach and competitive manufacturing footprint, to achieve our financial goals and objectives. These include continuing to deliver profitable growth balancing risks and returns, investing in product and process innovations to drive business growth and profitability, maintaining a strong balance sheet with investment grade credit metrics, and consistently returning capital to our shareholders. Further, we have aligned our strategy with key trends affecting our business. At Lear, we are Making every drive better TM by providing technology for safer, smarter and more comfortable journeys, while adhering to our values —Be Inclusive. Be Inventive. Get Results the Right Way.

Previous wording

Our business is organized under two reporting segments: Seating and E-Systems. Each of these segments has a varied product and technology portfolio across a number of component categories.

Current wording

Our business is organized under two reporting segments: Seating and E-Systems. Each of these segments has a varied product and technology portfolio across a number of component categories. Further, we continuously evaluate this portfolio, aligning it with industry trends while balancing risk-adjusted returns, which allows us to offer value-added solutions to our customers.

Previous wording

Our E-Systems business consists of the design, development, engineering and manufacture of complete electrical distribution and connection systems; high-voltage power distribution products, including BDUs; and low-voltage power distribution products, electronic controllers and other electronic products. These capabilities enable us to provide our customers with customizable solutions with optimized designs at competitive costs for both low-voltage and high-voltage vehicle architectures.

Current wording

Our E-Systems business consists of the design, development, engineering and manufacture of complete electrical distribution and connection systems; high-voltage power distribution products, including BDUs; and low-voltage power distribution products and electronic controllers. These capabilities enable us to provide our customers with customizable solutions with optimized designs at competitive costs for both low-voltage and high-voltage vehicle architectures.

Previous wording

•Low-voltage power distribution products, electronic controllers and other electronic products facilitate signal, data and/or power management within the vehicle and include the associated software required to facilitate these functions. Key components of our other electronic products portfolio include zone control modules, body domain control modules and low-voltage and high-voltage power distribution modules. Our software offerings include embedded control, cybersecurity software and software to control hardware devices. Our customers traditionally have sourced our electronic hardware together with the software that we embed in it.

Current wording

•Low-voltage power distribution products and electronic controllers facilitate signal, data and/or power management within the vehicle and include the associated software required to facilitate these functions. Key components of this portfolio include zonal controllers, body domain control modules and low-voltage and high-voltage power distribution modules. Our software offerings include embedded control, cybersecurity software and software to control hardware devices. Our customers traditionally have sourced our electronic hardware together with the software that we integrate and embed in it.

Previous wording

We serve all of the world's major automotive manufacturers through both our Seating and E-Systems businesses, and we have automotive content on more than 475 vehicle nameplates worldwide. It is common for us to have both seating and electrical and/or electronic content on the same vehicle platform.

Current wording

We serve all of the world's major automotive manufacturers through both our Seating and E-Systems businesses, and we have automotive content on more than 480 vehicle nameplates worldwide. It is common for us to have both seating and electrical and/or electronic content on the same vehicle platform.

Previous wording

Our businesses benefit globally from leveraging common operating standards and disciplines, including world-class product development and manufacturing processes, as well as common customer support and regional infrastructures, all of which contribute to our reputation for operational excellence. Our core capabilities are shared across component categories and include high-precision manufacturing and assembly with short lead times, complex, global supply chain management, global engineering and program management, the agility to establish and/or transfer production between facilities quickly, and a unique, customer-focused culture. In select instances, we are able to manufacture both Seating and E-Systems components in the same facility. Our businesses also utilize proprietary, industry-specific processes and standards, leverage common low-cost engineering centers and share centralized operating support functions. These functions include health and safety, logistics, quality, supply chain management and all major administrative functions, such as corporate finance, executive administration, human resources, information technology and legal. We continue to build on our reputation for operational excellence through investment in manufacturing automation technologies and the digital transformation of both our operations and administrative functions. It involves the integration of new technologies, such as Industrial Internet of Things (IIoT), cloud computing, artificial intelligence (AI), machine learning and advanced automation, into production facilities and business operations. These technologies enable smart and automated machines and smart factories to communicate, analyze and optimize processes and products, resulting in higher efficiency, quality and responsiveness to customers.

Current wording

Our businesses benefit globally from leveraging common operating standards and disciplines, including world-class product development and manufacturing processes, as well as common customer support and regional infrastructures, all of which contribute to our reputation for operational excellence. Our core capabilities are shared across component categories and include high-precision manufacturing and assembly with short lead times, complex, global supply chain management, global engineering and program management, the agility to establish and/or transfer production between facilities quickly, and a unique, customer-focused culture. In select instances, we are able to manufacture both Seating and E-Systems components in the same facility. Our businesses also utilize proprietary, industry-specific processes and standards, leverage common low-cost engineering centers and share centralized operating support functions. These functions include health and safety, logistics, quality, supply chain management and all major administrative functions, such as corporate finance, executive administration, human resources, information technology and legal. We continue to build on our reputation for operational excellence through organic and inorganic investments in automation and other advanced manufacturing technologies and the digital transformation of both our operations and administrative functions. It involves the integration of new technologies, such as Industrial Internet of Things (IIoT), cloud computing, artificial intelligence (AI), machine learning and advanced automation, into production facilities and business operations. These technologies enable smart and automated machines and smart factories to communicate, analyze and optimize products and processes, resulting in higher efficiency, quality and responsiveness to customers.

Previous wording

Through our products, technology and strategic initiatives, we are well positioned to capitalize on business growth opportunities. We are focused on profitably growing our businesses and have implemented a strategy designed to deliver industry-leading, long-term financial returns. This strategy is based on the following four pillars designed to drive growth and profitability in both of our business segments:

Current wording

Through our products, processes, technology and strategic initiatives, we are well-positioned to capitalize on business growth opportunities. We are focused on profitably growing our businesses and have implemented a strategy designed to deliver industry-leading, long-term financial returns. This strategy is based on the following four pillars designed to drive growth and profitability in both of our business segments:

Previous wording

•Extend our market leadership position in Seating with priceable features;

Current wording

•Extend our market leadership position in Seating with priceable features, including modularity and thermal comfort systems;

Previous wording

•Build on our reputation for operational excellence through investment in automation and digital technologies; and

Current wording

•Build on our reputation for operational excellence through organic and inorganic investments in automation and digital technologies; and

Previous wording

IDEA by Lear - Innovative. Digital. Engineered. Automated. - is the evolution of our strategy to drive growth and improve profitability. IDEA reflects our commitment to continue to strengthen our competitive position in both of our business segments through the development of innovative products and the utilization of advanced technologies and process automation that improve our profitability through increased efficiency and extend our leadership position in operational excellence.

Current wording

IDEA by Lear - Innovative. Digital. Engineered. Automated. - supports our strategy to drive growth and improve profitability. IDEA reflects our commitment to continue to strengthen our competitive position in both of our business segments through the development of innovative products and the utilization of advanced technologies and process automation that improve our profitability through increased efficiency and extend our leadership position in operational excellence. Our investments in these technologies and the digital transformation of both our operations and administrative functions aim to improve profitability through process improvements and further efficiency gains.

Previous wording

Our sales are driven by the number of vehicles produced by the automotive manufacturers, which is ultimately dependent on consumer demand for automotive vehicles and the availability of raw materials and components, and our content per vehicle.

Current wording

We supply all vehicle segments of the automotive light vehicle original equipment market in every major automotive producing region in the world. Our sales are driven by the number of vehicles produced by the automotive manufacturers and our content per vehicle. Due to the interconnectedness of the global economy, policy changes in one area of the world can have an immediate and material impact on markets around the world.

Previous wording

In 2020, the automotive industry experienced a significant decline in global production volumes as a result of the COVID-19 pandemic. Although 2023 industry production returned to pre-pandemic levels, 2024 industry production is expected to remain approximately 7% below 2017 peak levels (based on October 2024 S&P Global Mobility projections). Since 2020, the global economy, as well as the automotive industry, has been influenced directly and indirectly by macroeconomic events resulting in unfavorable conditions, including shortages of semiconductor chips and other components, elevated inflation levels on commodities and labor, higher interest rates, and labor and energy shortages in certain markets. Certain of these factors, among others, continue to impact consumer demand, as well as the ability of automotive manufacturers to produce vehicles to meet demand. Our strategy to mitigate the impact of these factors encompasses our comprehensive cost management process, including cost technology optimization, actions to further align our manufacturing capacity to the current industry production environment and investments in automation technologies, as well as commercial recovery mechanisms. This will allow us to enhance operational efficiencies, improve the utilization of existing facilities and equipment to reduce future expenditures, and streamline administrative functions. For a description of related risks, see Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

Although industry production returned to pre-pandemic levels in 2023, industry production in 2024 remained approximately 6% below 2017 peak levels, and 2024 industry production levels in North America and Europe, our two largest markets, remained approximately 9% and 23%, respectively, below prior peak levels. Industry production in 2025 is expected to decline approximately 2%, as compared to 2024 (based on April 2025 S&P Global Mobility projections). Since 2020, the global economy, as well as the automotive industry, have been influenced directly and indirectly by macroeconomic events resulting in unfavorable conditions, including increases in tariffs, shortages of semiconductor chips and other components, elevated inflation levels on commodities and labor, higher interest rates, and labor and energy shortages in certain markets. Certain of these factors, among others, continue to impact consumer demand. Our strategy to mitigate these impacts encompasses our comprehensive cost management process, including cost technology optimization, actions to further align our manufacturing capacity to the current industry production environment and investments in automation and other advanced manufacturing technologies, as well as commercial recovery mechanisms. This will allow us to enhance operational efficiencies, improve the utilization of existing facilities and equipment to reduce future expenditures, and streamline administrative functions.

Previous wording

Global automotive industry production volumes in the first nine months of 2024, as compared to the first nine months of 2023, are shown below (in thousands of units):

Current wording

Global automotive industry production volumes in the first three months of 2025, as compared to the first three months of 2024, are shown below (in thousands of units):

Previous wording

(2)Production data for 2023 have been updated from our third quarter 2023 Quarterly Report on Form 10-Q to reflect actual production levels

Current wording

(2)Production data for 2024 has been updated from our first quarter 2024 Quarterly Report on Form 10-Q to reflect actual production levels

Previous wording

Automotive sales and production can also be affected by the age of the vehicle fleet and related scrappage rates, labor relations issues, labor shortages, fuel prices, regulatory requirements, government initiatives, trade agreements, tariffs and other non-tariff trade barriers, the availability and cost of credit, the availability and cost of critical components, logistics issues, restructuring actions of our customers and suppliers, facility closures and increased competition, as well as consumer preferences regarding vehicle powertrains (including preferences regarding hybrid and electric vehicles), size, configuration and features, among other factors. Our operating results are also significantly impacted by the overall commercial success of the vehicle platforms for which we supply particular products, as well as the profitability of the products that we supply for these platforms, which is determined, in part, by the level of vertical integration. The loss of business with respect to any vehicle model for which we are a significant supplier, or a decrease in the production levels of any such models, could adversely affect our operating results. In addition, larger cars and light trucks, as well as vehicle platforms that offer more features and functionality, such as luxury, sport utility and crossover vehicles, typically have more content and, therefore, tend to have a more significant impact on our operating results.

Current wording

Automotive sales and production can also be affected by the age of the vehicle fleet and related scrappage rates, labor relations issues, labor shortages, fuel prices, regulatory requirements, government initiatives and incentives, trade agreements, tariffs and other non-tariff trade barriers (including recent U.S. tariffs imposed or threatened to be imposed on Mexico, Canada and China, as well as other countries and any retaliatory actions taken by such countries), the availability and cost of credit, the availability and cost of raw materials and critical components, and logistics issues, as well as vehicle affordability and consumer preferences regarding vehicle powertrains (including preferences regarding hybrid and electric vehicles), size, configuration and features, among other factors. The impact of potential tariffs on our business and financial condition, if any, is subject to a number of factors that are not yet known, including the effective date and duration of such tariffs, the scope and nature of any tariffs, the amount of any tariffs, any countermeasures that the target countries may take in response to such tariffs. In light of these uncertainties, we can provide no assurance that any mitigating actions that may become available to us, such as our ability to pass along some or all of the costs of any tariffs to some or all of our customers, will be successful. Our sales and production may be further affected by new entrants to the industry, including domestic automakers in certain regions and non-traditional automakers, and the restructuring actions, including facility closures, of our customers and suppliers. Our operating results are also significantly impacted by the overall commercial success of the vehicle platforms for which we supply particular products, as well as the profitability of the products that we supply for these platforms, which is determined, in part, by the level of vertical integration. The loss of business with respect to any vehicle model for which we are a significant supplier, or a decrease in the production levels of any such models, could adversely affect our operating results. In addition, larger cars and light trucks, as well as vehicle platforms that offer more features and functionality, such as luxury, sport utility and crossover vehicles, typically have more content and, therefore, tend to have a more significant impact on our operating results.

Previous wording

Our percentage of consolidated net sales by region in the first nine months of 2024 and 2023 is shown below:

Current wording

Our percentage of consolidated net sales by region in the first three months of 2025 and 2024 is shown below:

Previous wording

The automotive industry, and our business, continue to be shaped by the broad trend of electrification, which is likely to be at the forefront of the industry for the foreseeable future. Although the adoption of electrified vehicles has been slower than anticipated, demand for, and regulatory developments related to, improved energy efficiency and sustainability (e.g., government mandates related to fuel economy and carbon emissions) remain significant drivers of this trend.

Current wording

The automotive industry, and our business, continue to be shaped by the broad trend of electrification. Although the adoption of electrified vehicles has been slower than anticipated in certain regions, demand for, and regulatory developments related to, improved energy efficiency and sustainability (e.g., government mandates related to fuel economy and carbon emissions) remain significant drivers of this trend.

Previous wording

Our material cost as a percentage of net sales was 64.2% in the first nine months of 2024, as compared to 65.5% in the first nine months of 2023. Raw material, energy, commodity and product component costs can be volatile, reflecting, among other things, changes in supply and demand, logistics issues, global trade and tariff policies, and geopolitical issues. Our primary commodity cost exposures relate to steel, copper and leather. We have developed and implemented strategies to mitigate the impact of such costs through the selective in-sourcing of components, the continued consolidation of our supply base, longer-term purchase commitments, commercial recovery mechanisms and the selective expansion of low-cost country sourcing and engineering, as well as value engineering and product benchmarking. Further, our exposure to changes in steel prices is primarily indirect, through purchased components, and a significant portion of our copper, leather and direct steel purchases are subject to price index agreements with our customers and suppliers. Certain of these strategies also may limit our opportunities in a declining price environment. In the current environment of elevated raw material, energy, commodity and product component costs, these strategies, together with commercial negotiations with our customers and suppliers, have offset a significant portion of the adverse impact. In addition, the availability of raw materials, energy, commodities and product components fluctuates from time to time due to factors outside of our control. If these costs increase or availability is restricted, it could have an adverse impact on our operating results in the foreseeable future. See "— Forward-Looking Statements" below and Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

Our material cost as a percentage of net sales was 63.5% in the first three months of 2025, as compared to 64.4% in the first three months of 2024. Raw material, energy, commodity and product component costs can be volatile, reflecting, among other things, changes in supply and demand, logistics issues, global trade and tariff policies (including recent U.S. tariffs imposed or threatened to be imposed on Mexico, Canada and China, as well as other countries and any retaliatory actions taken by such countries), and geopolitical issues. Our primary commodity cost exposures relate to steel, copper and leather. We have developed and implemented strategies to mitigate the impact of increases in such costs through the selective in-sourcing of components, the continued consolidation of our supply base, longer-term purchase commitments, commercial recovery mechanisms and the selective expansion of low-cost country sourcing and engineering, as well as value engineering and product benchmarking. Further, our exposure to changes in steel prices is primarily indirect, through purchased components, and a significant portion of our copper, leather and direct steel purchases are subject to price index agreements with our customers and suppliers. Certain of these strategies also may limit our opportunities in a declining price environment. In the current environment of elevated raw material, energy, commodity and product component costs, these strategies, together with commercial negotiations with our customers and suppliers, have offset a significant portion of the adverse impact. In addition, the availability of raw materials, energy, commodities and product components fluctuates from time to time due to factors outside of our control. If these costs increase or availability is restricted, it could have an adverse impact on our operating results in the foreseeable future. See "— Forward-Looking Statements" below and Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2024.

Previous wording

Our customers typically require us to reduce our prices over the life of a vehicle model and, at the same time, assume significant responsibility for the design, development and engineering of our products. Our financial performance is largely dependent on our ability to offset these price reductions with product cost reductions through product design enhancement, supply chain management, manufacturing efficiencies and restructuring actions. We also seek to enhance our financial performance by investing in product development, design capabilities and new product initiatives that respond to and anticipate the needs of our customers and consumers. We continually evaluate operational and strategic alternatives to improve our business structure and align our business with the changing needs of our customers and major industry trends affecting our business.

Current wording

Our customers typically require us to reduce our prices over the life of a vehicle model and, at the same time, assume significant responsibility for the design, development and engineering of our products. Our financial performance is largely dependent on our ability to offset these price reductions with product cost reductions through product design enhancements, supply chain management, manufacturing efficiencies and restructuring actions. We also seek to enhance our financial performance by investing in product development, design capabilities and new product initiatives that respond to and anticipate the needs of our customers and consumers. We continually evaluate operational and strategic alternatives to improve our business structure and align our business with the changing needs of our customers and major industry trends affecting our business.

Previous wording

In the first nine months of 2024, we incurred pretax restructuring costs of $108 million and related manufacturing inefficiency charges of approximately $4 million, as compared to pretax restructuring costs of $96 million and related manufacturing inefficiency charges of approximately $1 million in the first nine months of 2023. None of the individual restructuring actions initiated in the first nine months of 2024 were material. Further, there have been no changes in previously initiated restructuring actions that have resulted (or will result) in a material change to our restructuring costs.

Current wording

In the first three months of 2025, we incurred pretax restructuring costs of $84 million and related manufacturing inefficiency charges of approximately $4 million, as compared to pretax restructuring costs of $54 million in the first three months of 2024. None of the individual restructuring actions initiated in the first three months of 2025 were material. Further, there have been no changes in previously initiated restructuring actions that have resulted (or will result) in a material change to our restructuring costs.

Previous wording

Our restructuring actions include plant closures and workforce reductions and are initiated to maintain our competitive footprint or are in response to customer initiatives or changes in global and regional automotive markets. Our restructuring actions are designed to maintain or improve our operating results and profitability throughout the automotive industry cycles. Restructuring actions are generally funded within twelve months of initiation and are funded by cash flows from operating activities and existing cash balances. We expect to incur approximately $50 million of additional restructuring costs related to activities initiated as of September 28, 2024, all of which are expected to be incurred in the next twelve months. We plan to implement additional restructuring actions in order to align our manufacturing capacity and other costs with prevailing regional automotive production levels. Such future restructuring actions are dependent on market conditions, customer actions and other factors.

Current wording

Our restructuring actions include plant closures and workforce reductions and are initiated to maintain our competitive footprint or are in response to customer initiatives or changes in global and regional automotive markets. Our restructuring actions are designed to maintain or improve our operating results and profitability throughout the automotive industry cycles. Restructuring actions are generally funded within twelve months of initiation and are funded by cash flows from operating activities and existing cash balances. We expect to incur approximately $42 million of additional restructuring costs related to activities initiated as of March 29, 2025, all of which are expected to be incurred in the next twelve months. We plan to implement additional restructuring actions in order to align our manufacturing capacity and other costs with prevailing regional automotive production levels. Such future restructuring actions are dependent on market conditions, customer actions and other factors.

Previous wording

For further information, see Note 3, "Restructuring," to the condensed consolidated financial statements included in this Form 10-Q (this "Report").

Current wording

For further information, see Note 2, "Restructuring," to the condensed consolidated financial statements included in this Report.

Previous wording

Since the first quarter of 2011, our Board of Directors (the "Board") has authorized $6.7 billion in share repurchases under our common stock share repurchase program (the "Repurchase Program"), including an increase in our share repurchase authorization to $1.5 billion on February 16, 2024. In the first nine months of 2024, we repurchased $299 million of shares. As of September 28, 2024, we have a remaining repurchase authorization of $1.2 billion, which expires on December 31, 2026.

Current wording

Since the first quarter of 2011, our Board of Directors (the "Board") has authorized $6.7 billion in share repurchases under our common stock share repurchase program (the "Repurchase Program"). In the first three months of 2025, we repurchased $25 million of shares. As of March 29, 2025, we have a remaining repurchase authorization of $1.1 billion, which expires on December 31, 2026.

Previous wording

Our Board declared a quarterly cash dividend of $0.77 per share of common stock in the first, second and third quarters of 2024.

Current wording

Our Board declared a quarterly cash dividend of $0.77 per share of common stock in the first quarter of 2025.

Previous wording

For further information related to our common stock share repurchase program and our quarterly cash dividends, see "— Liquidity and Capital Resources — Capitalization" below and Note 15, "Comprehensive Income (Loss) and Equity," to the condensed consolidated financial statements included in this Report.

Current wording

For further information related to our common stock share repurchase program and our quarterly cash dividends, see "— Liquidity and Capital Resources — Capitalization" below and Note 14, "Comprehensive Income and Equity," to the condensed consolidated financial statements included in this Report.

Previous wording

Our results for the three and nine months ended September 28, 2024 and September 30, 2023, reflect the following items (in millions):

Current wording

Our results for the three months ended March 29, 2025 and March 30, 2024, reflect the following items (in millions):

Previous wording

For further information regarding these items, see Note 2, "Acquisition," Note 3, "Restructuring," Note 6, "Long-Lived Assets," Note 12, "Other Expense, Net," Note 13, "Income Taxes," and Note 18, "Financial Instruments," to the condensed consolidated financial statements included in this Report.

Current wording

For further information regarding these items, see Note 2, "Restructuring," Note 5, "Long-Lived Assets," and Note 12, "Income Taxes," to the condensed consolidated financial statements included in this Report.

Previous wording

This Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations," includes forward-looking statements that are subject to risks and uncertainties. For further information regarding other factors that have had, or may have in the future, a significant impact on our business, financial condition or results of operations, see "— Forward-

Current wording

This Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations," includes forward-looking statements that are subject to risks and uncertainties. For further information regarding these and other factors that have had, or may have in the future, a significant impact on our business, financial condition or results of operations, see "— Forward-Looking Statements" below, Part II — Item 1A, "Risk Factors," included in this Report and Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2024.

Previous wording

Net sales in the third quarter of 2024 were $5.6 billion, as compared to $5.8 billion in the third quarter of 2023. Lower production volumes on Lear platforms in North America, Europe and Africa, and Asia negatively impacted net sales by $463 million. This decrease was offset by new business in every region, which increased net sales by $264 million. Commercial recoveries were offset by the impact of selling price reductions and foreign exchange rate fluctuations.

Current wording

Net sales in the first quarter of 2025 were $5.6 billion, as compared to $6.0 billion in the first quarter of 2024, a decrease of $434 million or 7%. Lower production volumes on Lear platforms in North America, Europe and Africa, and Asia negatively impacted net sales by $372 million. The winddown and divestiture of certain business and the impact of foreign exchange rate fluctuations also reduced net sales by $123 million and $116 million, respectively. These decreases were offset by new business in Asia and North America, which increased net sales by $106 million. Commercial recoveries were partially offset by the impact of selling price reductions.

Previous wording

Cost of sales was $5.2 billion in the third quarter of 2024, as compared to $5.4 billion in the third quarter of 2023. Lower production volumes on Lear platforms reduced cost of sales. This decrease was offset by new business, which increased cost of sales.

Current wording

Cost of sales was $5.2 billion in the first quarter of 2025, as compared to $5.6 billion in the first quarter of 2024. Lower production volumes on Lear platforms, the impact of foreign exchange rate fluctuations and the winddown and divestiture of certain business reduced cost of sales. These decreases were offset by new business, which increased cost of sales.

Previous wording

Gross profit and gross margin were $405 million and 7.3% of net sales, respectively, in the third quarter of 2024, as compared to $418 million and 7.2% of net sales, respectively, in the third quarter of 2023. Lower production volumes on Lear platforms, net of new business, reduced gross profit by $50 million. The impact of favorable operating performance, including the benefit of restructuring actions, and lower restructuring costs was partially offset by selling price reductions. These factors had a corresponding impact on gross margin.

Current wording

Gross profit and gross margin were $359 million and 6.5% of net sales, respectively, in the first quarter of 2025, as compared to $398 million and 6.6% of net sales, respectively, in the first quarter of 2024. Lower production volumes on Lear platforms, net of new business, reduced gross profit by $75 million. The impact of favorable operating performance, including the benefit of restructuring actions, was partially offset by selling price reductions and higher restructuring costs. These factors had a corresponding impact on gross margin.

Previous wording

Selling, general and administrative expenses, including engineering and development expenses, were $174 million in the third quarter of 2024, as compared to $183 million in the third quarter of 2023, primarily reflecting lower compensation-related expenses. As a percentage of net sales, selling, general and administrative expenses were 3.1% in the third quarter of 2024 and 3.2% in the third quarter of 2023.

Current wording

Selling, general and administrative expenses, including engineering and development expenses, were $172 million in the first quarter of 2025, as compared to $187 million in the first quarter of 2024, primarily reflecting lower compensation-related expenses. As a percentage of net sales, selling, general and administrative expenses were 3.1% in the first quarter of 2025 and the first quarter of 2024.

Previous wording

Amortization of intangible assets was $11 million in the third quarter of 2024, as compared to $16 million in the third quarter of 2023.

Current wording

Amortization of intangible assets was $5 million in the first quarter of 2025, as compared to $15 million in the first quarter of 2024, as certain of our intangible assets became fully amortized in 2024.

Previous wording

Other expense, net, which includes non-income related taxes, foreign exchange gains and losses, gains and losses related to certain derivative instruments and hedging activities, gains and losses on the disposal of fixed assets, the non-service cost components of net periodic benefit cost and other miscellaneous income and expense, was $24 million in the nine months ended September 28, 2024, as compared to $39 million in the nine months ended September 30, 2023. In the first nine months of 2023, we recognized a loss of $5 million related to the impairment of an affiliate.

Current wording

Other expense, net, which includes non-income related taxes, foreign exchange gains and losses, gains and losses related to certain derivative instruments and hedging activities, gains and losses on certain disposals of assets, the non-service cost components of net periodic benefit cost and other miscellaneous income and expense, was $20 million in the first quarter of 2025, as compared to $14 million in the first quarter of 2024. In the first quarter of 2025, we recognized a loss of $3 million on the disposal of a non-core business. In the first quarters of 2025 and 2024, we recognized foreign exchange losses of $10 million and $11 million, respectively, including losses of $2 million and $6 million, respectively, related to the hyper-inflationary environment and significant currency devaluation in Argentina.

Previous wording

In the third quarter of 2024, the provision for income taxes was $47 million, representing an effective tax rate of 24.7% on pretax income before equity in net income of affiliates of $191 million. In the third quarter of 2023, the provision for income taxes was $47 million, representing an effective tax rate of 24.9% on pretax income before equity in net income of affiliates of $189 million, for the reasons described below. For further information, see Note 13, "Income Taxes," to the condensed consolidated financial statements included in this Report.

Current wording

In the first quarter of 2025, the provision for income taxes was $45 million, representing an effective tax rate of 33.4% on pretax income before equity in net income of affiliates of $135 million. In the first quarter of 2024, the provision for income taxes was $41 million, representing an effective tax rate of 25.8% on pretax income before equity in net income of affiliates of $157 million, for the reasons described below. For further information, see Note 12, "Income Taxes," to the condensed consolidated financial statements included in this Report.

Previous wording

In the third quarters of 2024 and 2023, the provision for income taxes was primarily impacted by the level and mix of earnings among tax jurisdictions. In the third quarter of 2024, we recognized net tax benefits of $5 million related to restructuring charges and various other items. In the third quarter of 2023, we recognized net tax benefits of $7 million related to the release of a valuation allowance on deferred tax assets of a foreign subsidiary, restructuring charges and various other items.

Current wording

In the first quarters of 2025 and 2024, the provision for income taxes was primarily impacted by the level and mix of earnings among tax jurisdictions. In the first quarters of 2025 and 2024, we recognized net tax benefits of $9 million and $13 million, respectively, related to restructuring charges and various other items.

Previous wording

Excluding these items, the effective tax rate for the third quarters of 2024 and 2023 approximated the U.S. federal statutory income tax rate of 21%, adjusted for income taxes on foreign earnings, losses and remittances, valuation allowances, tax credits, income tax incentives and other permanent items.

Current wording

Excluding these items, the effective tax rate for the first quarters of 2025 and 2024 approximated the U.S. federal statutory income tax rate of 21%, adjusted for income taxes on foreign earnings, losses and remittances, valuation allowances, tax credits, income tax incentives and other permanent items.

Previous wording

Net income attributable to Lear was $136 million, or $2.41 per diluted share, in the third quarter of 2024, as compared to $133 million, or $2.25 per diluted share, in the third quarter of 2023. Net income decreased for the reasons described above, and diluted net income per share increased due to a reduction in shares outstanding as a result of our Repurchase Program.

Current wording

Net income attributable to Lear was $81 million, or $1.49 per diluted share, in the first quarter of 2025, as compared to $110 million, or $1.90 per diluted share, in the first quarter of 2024. Net income and diluted net income per share decreased for the reasons described above.

Previous wording

Segment earnings related to our other category were ($87) million in the third quarter of 2024, as compared to ($85) million in the third quarter of 2023.

Current wording

Segment earnings related to our other category were ($90) million in the first quarter of 2025, as compared to ($99) million in the first quarter of 2024, primarily reflecting lower compensation-related expenses.

Showing the first 40 of 55 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

For a description of related risks, see Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2024.
Rearranged previous paragraphs (9)

Previous report — wording carried elsewhere

Looking Statements" below and Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2023.

Previous report — wording carried elsewhere

Other expense, net, which includes non-income related taxes, foreign exchange gains and losses, gains and losses related to certain derivative instruments and hedging activities, gains and losses on the disposal of fixed assets, the non-service cost components of net periodic benefit cost and other miscellaneous income and expense, was $3 million in the third quarter of 2024, as compared to $6 million in the third quarter of 2023.

Previous report — wording carried elsewhere

Selling, general and administrative expenses, including engineering and development expenses, were $536 million in the first nine months of 2024, as compared to $542 million in the first nine months of 2023. As a percentage of net sales, selling, general and administrative expenses were 3.0% in the first nine months of 2024, as compared to 3.1% in the first nine months of 2023.

Previous report — wording carried elsewhere

Excluding these items, the effective tax rate for the first nine months of 2024 and 2023 approximated the U.S. federal statutory income tax rate of 21%, adjusted for income taxes on foreign earnings, losses and remittances, valuation allowances, tax credits, income tax incentives and other permanent items.

Previous report — wording carried elsewhere

We have two reportable operating segments: Seating and E-Systems. For a description of our reportable operating segments, see "Executive Overview" and "Three Months Ended September 28, 2024 vs. Three Months Ended September 30, 2023 — Reportable Operating Segments" above.

Previous report — wording carried elsewhere

A summary of the financial measures for our Seating segment is shown below (dollar amounts in millions):

Previous report — wording carried elsewhere

A summary of financial measures for our E-Systems segment is shown below (dollar amounts in millions):

Previous report — wording carried elsewhere

A summary of financial measures for our other category, which is not an operating segment, is shown below (dollar amounts in millions):

Previous report — wording carried elsewhere

Significant Accounting Policies and Critical Accounting Estimates