Aptiv PLC
For the period ended Dec 31, 2025. Filed Feb 6, 2026.
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FY2025 · Filed Feb 6, 2026
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Item 15. Exhibits, Financial Statement Schedules
(a) The following documents are filed as part of this Form 10-K.
(1) Financial Statements:
| Page No. | |
|---|---|
| — Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42) | 68 |
| — Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023 | 72 |
| — Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2025, 2024 and 2023 | 73 |
| — Consolidated Balance Sheets as of December 31, 2025 and 2024 | 74 |
| — Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023 | 75 |
| — Consolidated Statements of Redeemable Noncontrolling Interest and Shareholders’ Equity for the Years Ended December 31, 2025, 2024 and 2023 | 77 |
| — Notes to Consolidated Financial Statements | 79 |
(2) Financial Statement Schedule:
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
| Additions | |||||
|---|---|---|---|---|---|
| Balance at Beginning of Period | Charged to Costs and Expenses | Deductions | Other Activity | Balance at End of Period | |
| (in millions) | |||||
| December 31, 2025: | |||||
| Allowance for doubtful accounts | $37 | $13 | $(10) | $5 | $45 |
| Tax valuation allowance (a) | $1,704 | $1,422 | $(106) | $45 | $3,065 |
| December 31, 2024: | |||||
| Allowance for doubtful accounts | $52 | $11 | $(24) | $(2) | $37 |
| Tax valuation allowance (a) | $3,032 | $70 | $(1,382) | $(16) | $1,704 |
| December 31, 2023: | |||||
| Allowance for doubtful accounts | $52 | $12 | $(12) | $— | $52 |
| Tax valuation allowance (a) | $756 | $2,264 | $(2) | $14 | $3,032 |
(a)Additions Charged to Costs and Expenses and Deductions are partially related to changes in taxable losses during the year with no impact on the effective tax rate.
The other schedules have been omitted because they are not applicable, not required or the information to be set forth therein is included in the Consolidated Financial Statements or notes thereto.
(3) Exhibits: (including those incorporated by reference)
| Incorporated by Reference | ||||
|---|---|---|---|---|
| ExhibitNumber | Description | Form | Exhibit | Filing Date |
| 3.1 | Memorandum and Articles of Association of Aptiv PLC | 8-K | 3.1 | December 18, 2024 |
| 4.1 | Senior Notes Indenture, dated as of March 10, 2015, among Aptiv PLC, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.1 | March 10, 2015 |
| 4.2 | First Supplemental Indenture, dated as of March 10, 2015, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | March 10, 2015 |
| 4.3 | Second Supplemental Indenture, dated as of November 19, 2015, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | November 19, 2015 |
| 4.4 | Third Supplemental Indenture, dated as of September 15, 2016, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | September 15, 2016 |
| 4.5 | Fourth Supplemental Indenture, dated as of September 20, 2016, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | September 20, 2016 |
| 4.6 | Fifth Supplemental Indenture, dated as of March 14, 2019, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | March 14, 2019 |
| 4.7 | Sixth Supplemental Indenture, dated as of November 23, 2021, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | November 23, 2021 |
| 4.8 | Seventh Supplemental Indenture, dated as of December 27, 2021, among Aptiv PLC, Aptiv Global Financing Limited, the guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 10-K | 4.8 | February 8, 2023 |
| 4.9 | Eighth Supplemental Indenture, dated as of February 18, 2022, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | February 18, 2022 |
| 4.10 | Ninth Supplemental Indenture, dated as of February 18, 2022, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.3 | February 18, 2022 |
| 4.11 | Tenth Supplemental Indenture, dated as of June 11, 2024, among Aptiv PLC, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | June 11, 2024 |
| 4.12 | Eleventh Supplemental Indenture, dated as of September 13, 2024, among Aptiv PLC, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Senior Notes | 8-K | 4.3 | September 13, 2024 |
| 4.13 | Twelfth Supplemental Indenture, dated as of December 17, 2024, among Aptiv Irish Holdings Limited (formerly known as Aptiv PLC), as issuer, Aptiv Corporation, Aptiv Global Financing Designated Activity Company, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as the Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Senior Notes | 8-K | 4.1 | December 18, 2024 |
| 4.14 | Thirteenth Supplemental Indenture, dated as of December 19, 2024, among Aptiv Swiss Holdings Limited, as successor issuer, Aptiv Corporation, Aptiv Global Financing Designated Activity Company, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as the Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Senior Notes | 8-K | 4.1 | December 19, 2024 | |
| 4.15 | Subordinated Notes Indenture, dated as of September 13, 2024, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent | 8-K | 4.2 | September 13, 2024 | |
| 4.16 | First Supplemental Indenture, dated as of September 13, 2024, among Aptiv PLC, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Subordinated Notes | 8-K | 4.4 | September 13, 2024 | |
| 4.17 | Second Supplemental Indenture, dates as of December 17, 2024, among Aptiv Irish Holdings Limited (formerly known as Aptiv PLC), as issuer, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as Trustee, Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Subordinated Notes | 8-K | 4.2 | December 18, 2024 | |
| 4.18 | Third Supplemental Indenture, dates as of December 19, 2024, among Aptiv Swiss Holdings Limited, as successor issuer, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as Trustee, Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Subordinated Notes | 8-K | 4.2 | December 19, 2024 | |
| 4.19 | * | Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | |||
| 10.1 | Third Amended and Restated Credit Agreement, dated as of June 24, 2021, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited and JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders party thereto | 8-K | 1.1 | June 25, 2021 | |
| 10.2 | Amendment No. 1, dated as of April 19, 2023, to the Third Amended and Restated Credit Agreement, dated as of June 24, 2021, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited and JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders party thereto | 10-Q | 10.1 | May 4, 2023 | |
| 10.3 | + | Aptiv PLC Executive Severance Plan, effective February 1, 2017 | 10-K | 10.2 | February 6, 2017 |
| 10.4 | + | Aptiv PLC Executive Change in Control Severance Plan, effective February 1, 2017 | 10-K | 10.3 | February 6, 2017 |
| 10.5 | + | Aptiv Corporation Supplemental Executive Retirement Program | S-1 | 10.13 | June 30, 2011 |
| 10.6 | + | Aptiv Corporation Salaried Retirement Equalization Savings Program | S-1 | 10.14 | June 30, 2011 |
| 10.7 | + | Offer letter for Kevin P. Clark, dated June 10, 2010 | S-1 | 10.22 | June 30, 2011 |
| 10.8 | + | Offer letter for Joseph R. Massaro, dated September 13, 2013 | 10-Q | 10.1 | August 3, 2016 |
| 10.9 | + | Letter Agreement, dated October 29, 2012, between the Company and Kevin P. Clark | 10-Q | 10.2 | November 1, 2012 |
| 10.10 | + | Aptiv PLC Long-Term Incentive Plan, as amended and restated | DEF 14A | Appendix B | March 9, 2015 |
| 10.11 | + | Aptiv PLC Annual Incentive Plan (as Amended and Restated Effective January 1, 2021) | 10-Q | 10.1 | August 5, 2021 |
| 10.12 | + | Form of Officer Time-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, as amended and restated, effective 2022 | 10-Q | 10.1 | May 5, 2022 |
| 10.13 | + | Form of Officer Performance-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, as amended and restated, effective 2022 | 10-Q | 10.2 | May 5, 2022 |
| 10.14 | + | Aptiv PLC 2024 Long-Term Incentive Plan | DEF 14A | Appendix B | March 11, 2024 |
| 10.15 | Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated August 1, 2024 by and between Aptiv PLC and Goldman Sachs International | 8-K | 10.1 | August 2, 2024 | |
| 10.16 | Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated August 1, 2024 by and between Aptiv PLC and JPMorgan Chase Bank, N.A. | 8-K | 10.2 | August 2, 2024 | |
| 10.17 | Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated December 17, 2024 by and between New Aptiv and Goldman Sachs International | 8-K | 10.1 | December 18, 2024 | |
| 10.18 | Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated December 17, 2024 by and between New Aptiv and JPMorgan Chase Bank, N.A. | 8-K | 10.2 | December 18, 2024 | |
| 10.19 | Term Credit Agreement dated August 19, 2024, by and among Aptiv PLC and certain of its subsidiaries, JPMorgan Chase Bank N.A., as Administrative Agent, and the lenders party thereto | 8-K | 10.1 | August 20, 2024 | |
| 10.20 | + | Form of Officer Performance-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, effective 2024 | 10-Q | 10.4 | October 31, 2024 |
| 10.21 | + | Form of Officer Time-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, effective 2024 | 10-Q | 10.5 | October 31, 2024 |
| 10.22 | + | Form of Non-Employee Director RSU Award Agreement pursuant to Aptiv PLC Long Term Incentive Plan, effective 2024 | 10-Q | 10.6 | October 31, 2024 |
| 10.23 | + | Offer letter for Katherine H. Ramundo, dated December 12, 2020 | 10-Q | 10.4 | May 5, 2022 |
| 10.24 | + | Offer letter for Obed D. Louissaint, dated October 20, 2022 | 10-Q | 10.2 | May 2, 2024 |
| 10.25 | + | Offer letter for Javed Khan, dated June 26, 2024 | 10-Q | 10.1 | May 1, 2025 |
| 10.26 | + | Offer letter for Varun Laroyia, dated November 1, 2024 | 10-Q | 10.2 | May 1, 2025 |
| 10.27 | + | Offer letter for Joseph T. Liotine, dated April 5, 2024 | 10-Q | 10.3 | May 1, 2025 |
| 10.28 | + | Form of Officer Performance-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, effective 2025 | 10-Q | 10.4 | May 1, 2025 |
| 10.29 | Amended and Restated Credit Agreement, dated as of March 31, 2025, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited and JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders party thereto | 8-K | 10.1 | March 31, 2025 | |
| 19 | * | Insider Trading Policies and Procedures | |||
| 21.1 | * | Subsidiaries of the Registrant | |||
| 22 | * | List of Guarantor Subsidiaries | |||
| 23.1 | * | Consent of Ernst & Young LLP | |||
| 31.1 | * | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer | |||
| 31.2 | * | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer | |||
| 32.1 | * | Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |||
| 32.2 | * | Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |||
| 97 | Policy Relating to Recovery of Erroneously Awarded Compensation | 10-K | 97 | February 6, 2024 | |
| 101.INS | # | Inline XBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | |||
| 101.SCH | # | Inline XBRL Taxonomy Extension Schema Document | |||
| 101.CAL | # | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |||
| 101.DEF | # | Inline XBRL Taxonomy Extension Definition Linkbase Document | |||
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| 104 | # | Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | |||
- Filed herewith.
- Management contract or compensatory plan or arrangement.
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