Aptiv PLC
For the period ended Sep 30, 2026. Filed Nov 3, 2026.
View on SEC.govAbout 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.
Sep 30, 2026 · Filed Nov 3, 2026
APTV$39.44-3.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-04.
0001521332-26-000061
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-03.
0001521332-26-000075
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 209 previous paragraphs and 219 current paragraphs.
143 unchanged; 60 reworded; 15 added; 5 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 22 previous and 23 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 (15)
Current report
Goodwill Impairment
Current report
Goodwill impairment for the three and nine months ended September 30, 2025 reflects a non-cash, pre-tax goodwill impairment charge of approximately $648 million related to the Wind River reporting unit. Refer to Note 2. Significant Accounting Policies to the consolidated financial statements contained herein for additional information.
Current report
Engineered Components
Current report
As noted in the table above, Adjusted Operating Income for the Engineered Components segment for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025 was impacted by volume, including contractual price reductions, net of price recoveries, of $5 million and product mix, as well as operational performance. Adjusted Operating Income was also impacted by favorable foreign currency impacts of $26 million, primarily related to the Mexican Peso and Chinese Yuan Renminbi, and approximately $20 million of reduced SG&A expense, not including the impact of separation costs, asset impairments and other acquisition and portfolio project costs, which are reflected within Other in the table above.
Current report
Intelligent Systems
Current report
As noted in the table above, Adjusted Operating Income for the Intelligent Systems segment for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025 was impacted by volume, including contractual price reductions, net of price recoveries, of $11 million and product mix, as well as operational performance. Adjusted Operating Income was also impacted by favorable foreign currency impacts of $14 million, primarily related to the Mexican Peso, Chinese Yuan Renminbi and Euro, and approximately $35 million of reduced SG&A expense, not including the impact of separation costs, asset impairments and other acquisition and portfolio project costs, which are reflected within Other in the table above.
Current report
Engineered Components
Current report
Intelligent Systems
Current report
As noted in the table above, Adjusted Operating Income for the Intelligent Systems segment for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 was impacted by volume, including contractual price reductions, net of price recoveries, of $72 million and product mix, as well as operational performance. Adjusted Operating Income was also impacted by favorable foreign currency impacts of $30 million, primarily related to the Mexican Peso, approximately $45 million of decreased SG&A expense, not including the impact of separation costs, asset impairments and other acquisition and portfolio project costs, and approximately $25 million of reduced warranty costs, which are reflected within Other in the table above.
Current report
As of September 30, 2026, the fair value of the Company’s common stock investment in StradVision was approximately $42 million based on the closing market price of its stock on the Korean stock exchange and September 30, 2026 foreign currency rates. As of September 30, 2026, in accordance with the Company’s accounting procedures and internal controls, the Company evaluated whether an other‑than‑temporary impairment existed for its investment in StradVision, which had a carrying value of approximately $143 million. This evaluation included consideration of the duration and magnitude of the carrying value in excess of StradVision’s quoted market value, the limited public trading history of StradVision’s stock, StradVision’s operating performance and outlook, and the Company’s strategic intent and ability to hold the investment. The Company considers StradVision a long-term strategic partner, maintains representation on StradVision’s Board of Directors, and has the intent and ability to retain its investment for a period of time sufficient to allow for recovery in market value. Based on the evaluation of the factors above, the Company did not consider the investment to be other‑than‑temporarily impaired as of September 30, 2026. The Company will continue to assess the value of its investment in StradVision, which may result in the recognition of an other‑than‑temporary impairment in the future.
Current report
Goodwill and Intangible Assets
Current report
As described in Note 2. Significant Accounting Policies to the unaudited consolidated financial statements included in Part I, Item 1 of this report, during the third quarter of 2026, we identified indicators of potential goodwill impairment, primarily as a result of a decline in the Company’s market capitalization during the quarter. Accordingly, we performed an interim quantitative assessment (step 1) for all reporting units, concluding that the estimated fair value of each reporting unit exceeded its respective carrying amount. As a result, no goodwill impairment existed.
Current report
As part of the quantitative goodwill impairment test performed in the third quarter, the Company determined the fair value of its Intelligent Systems reporting unit, which has goodwill of $1,678 million, to be in excess of its carrying value by approximately 9%. The estimated fair value of this reporting unit was primarily determined using discounted cash flow projections. Significant assumptions included management’s forecasted cash flows, including estimated future revenue growth and EBITDA margins, and the discount rate. Forecasts of future cash flows are based on management’s best estimates. The discount rate was determined using a weighted average cost of capital adjusted for risk factors specific to the reporting unit. The estimated fair value of the reporting unit is sensitive to differences between estimated and actual cash flows, including changes in the projected revenue, operating earnings margin and the discount rate used to evaluate the fair value of the reporting unit.
Current report
Although we believe our estimate of fair value is reasonable based on current and future market conditions and the best information available at the impairment assessment date, the reporting unit’s future financial performance is dependent on our ability to execute our business plan. Future changes in the judgments, assumptions and estimates used in our impairment testing for goodwill, including discount rates and cash flow projections, could result in different estimates of the fair value. For example, an increase in the discount rate assumption by 50 basis points, a 5% decrease in the estimated annual revenues used in the analysis or a 50 basis point decrease in the estimated annual EBITDA margin used in the analysis would result in the fair value of the reporting unit being in excess of its carrying value by approximately 5%, 4% and 5%, respectively. This reflects the impact of changing one assumption at a time. It should be noted that economic factors and conditions often affect multiple assumptions simultaneously and the effects of changes in key assumptions are not necessarily linear.
Current report
If a reporting unit’s future financial performance falls below our expectations, there are adverse revisions to significant assumptions, or our market capitalization declines, this could be indicative that the fair values of one or more of our reporting units has declined below their carrying value, which could result in non-cash impairment charges in a future period.
Removed paragraphs (5)
Previous report
Our total net sales during the three and six months ended June 30, 2026 were $3.3 billion and $6.3 billion, an increase of 2% and 2% compared to the same periods of 2025, respectively. Our volumes increased 3% for the three months ended
Previous report
As noted in the table above, Adjusted Operating Income for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 was impacted by volume, including contractual price reductions, net of price recoveries, of $54 million and product mix, as well as operational performance. Adjusted Operating Income was also impacted by the following items included within Other in the table above:
Previous report
•Favorable foreign currency impacts of $35 million, primarily related to the Mexican Peso; and
Previous report
As noted in the table above, Adjusted Operating Income for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 was impacted by volume, including contractual price reductions, net of price recoveries, of $87 million and product mix, as well as operational performance. Adjusted Operating Income was also impacted by the following items included within Other in the table above:
Previous report
•Favorable foreign currency impacts of $46 million, primarily related to the Mexican Peso; and
Reworded paragraphs (60)
Previous wording
The following management’s discussion and analysis of financial condition and results of operations (“MD&A”) is intended to help you understand the business operations and financial condition of the Company for the three and six months ended June 30, 2026. This discussion should be read in conjunction with Item 1. Financial Statements. Our MD&A is presented in eight sections:
Current wording
The following management’s discussion and analysis of financial condition and results of operations (“MD&A”) is intended to help you understand the business operations and financial condition of the Company for the three and nine months ended September 30, 2026. This discussion should be read in conjunction with Item 1. Financial Statements. Our MD&A is presented in eight sections:
Previous wording
As the disposal of the Electrical Distribution Systems business represented a strategic shift that will have a major effect on the Company’s operations and financial results, the assets and liabilities, operating results and cash flows for the previously reported Electrical Distribution Systems segment are presented as discontinued operations separate from the Company’s continuing operations for all periods presented. This Management’s Discussion and Analysis of Financial Conditions and Results of Operations reflects the results of continuing operations, unless otherwise noted.
Current wording
As the disposal of the Electrical Distribution Systems business represented a strategic shift that will have a major effect on the Company’s operations and financial results, the assets and liabilities, operating results and cash flows for the previously reported Electrical Distribution Systems segment are presented as discontinued operations separate from the Company’s continuing operations for all periods presented. This Management’s Discussion and Analysis of Financial Condition and Results of Operations reflects the results of continuing operations, unless otherwise noted.
Previous wording
June 30, 2026, which primarily reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to flat global automotive production (flat on an Aptiv weighted market basis, which represents global vehicle production weighted to the geographic regions in which the Company generates its revenue, “AWM”). Our volumes increased 1% for the six months ended June 30, 2026, which primarily reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to decreased global automotive production of 1% (down 1% on an AWM basis).
Current wording
Our total net sales during the three and nine months ended September 30, 2026 were $3.2 billion and $9.5 billion, respectively, representing increases of 2% compared to the same periods of 2025. Our volumes increased 2% for each of the three and nine months ended September 30, 2026, which primarily reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to decreased global automotive production of 2% and 1% for the respective periods (down 1% and flat on an Aptiv weighted market basis, respectively, which represents global vehicle production weighted to the geographic regions in which the Company generates its revenue, “AWM”).
Previous wording
In April 2024, Aptiv and Hyundai entered into an agreement to restructure Aptiv’s ownership interest in Motional and for Hyundai to provide additional funding to Motional, eliminating any future funding obligations for Aptiv. These transactions were completed in May 2024 and reduced Aptiv’s common equity interest in Motional from 50% as of December 31, 2023 to approximately 15%. In May 2025, Hyundai provided additional funding to Motional, further reducing Aptiv’s common equity interest in Motional from 15% as of March 31, 2025 to approximately 13%. Refer to Note 20. Investments in Affiliates to the consolidated financial statements contained herein for further information on these transactions.
Current wording
In April 2024, Aptiv and Hyundai entered into an agreement to restructure Aptiv’s ownership interest in Motional and for Hyundai to provide additional funding to Motional, eliminating any future funding obligations for Aptiv. These transactions were completed in May 2024 and reduced Aptiv’s common equity interest in Motional from 50% as of December 31, 2023 to approximately 15%. Hyundai subsequently provided additional funding to Motional in May 2025 and August 2026, which reduced Aptiv’s common equity interest in Motional to approximately 12%. Refer to Note 20. Investments in Affiliates to the consolidated financial statements contained herein for further information on these transactions.
Previous wording
Existing free trade laws and regulations, such as the USMCA, provide certain beneficial duties and tariffs for qualifying imports and exports, subject to compliance with the applicable classification and other requirements. Changes in laws or policies governing the terms of trade, and in particular increased trade restrictions, tariffs, taxes or non-tariff barriers on imports from countries where we manufacture products, such as China and Mexico, could have a material adverse effect on our business and financial results. For example, beginning on April 2, 2025, the U.S. government announced tariffs of at least 10% across imported goods from all countries, with rates even higher for goods from certain countries with a high trade deficit with the U.S. Subsequent to this announcement, a number of other countries announced tariffs on U.S. goods and have negotiated or continue to negotiate trade agreements with the U.S. On February 20, 2026, the U.S. Supreme Court issued a ruling regarding certain tariffs imposed under the International Economic Powers Act (“IEEPA”), invalidating many of the tariffs imposed on U.S. imports in 2025 discussed above.
Current wording
Existing free trade laws and regulations, such as the USMCA, provide certain beneficial duties and tariffs for qualifying imports and exports, subject to compliance with the applicable classification and other requirements. Changes in laws or policies governing the terms of trade, and in particular increased trade restrictions, tariffs, taxes or non-tariff barriers on imports from countries where we manufacture products, such as China and Mexico, could have a material adverse effect on our business and financial results. For example, beginning on April 2, 2025, the U.S. government announced tariffs of at least 10% across imported goods from all countries, with rates even higher for goods from certain countries with a high trade deficit with the U.S. Subsequent to this announcement, a number of other countries announced tariffs on U.S. goods and have negotiated or continue to negotiate trade agreements with the U.S. On February 20, 2026, the U.S. Supreme Court issued a ruling regarding certain tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”), invalidating many of the tariffs imposed on U.S. imports in 2025 discussed above.
Previous wording
Pricing. Cost-cutting initiatives adopted by our customers result in increased downward pressure on pricing. Our customer supply agreements generally require step-downs in component pricing over the periods of production and OEMs have historically possessed significant leverage over their outside suppliers because the automotive component supply industry is fragmented and serves a limited number of automotive OEMs. Our profitability depends in part on our ability to generate sufficient production cost savings in the future to offset price reductions. In addition, during recent years, global economies and our industry were subjected to significant inflationary cost pressures, and we continue to face additional potential impacts from the rapidly evolving trade policies and tariff actions. We continue to work with our customers, both through price recoveries and adjustments as well as future pricing adjustments as contracts renew, to mitigate the impact of these inflationary pressures on our results of operations.
Current wording
Pricing. Cost-cutting initiatives adopted by our customers result in increased downward pressure on pricing. Our customer supply agreements generally require step-downs in component pricing over the periods of production and OEMs have historically possessed significant leverage over their outside suppliers because the automotive component supply industry is fragmented and serves a limited number of automotive OEMs. Our profitability depends in part on our ability to generate sufficient production cost savings in the future to offset price reductions. In addition, during recent years, global economies and our industry were subjected to significant inflationary cost pressures, and we continue to face additional potential impacts from the rapidly evolving trade policies and tariff actions. Specifically, in recent periods there have been significant fluctuations in the global prices of copper, petroleum-based resin products, semiconductors and fuel charges, which have had and may continue to have an unfavorable impact on our business. We continue to work with our customers, both through price recoveries and adjustments, as well as future pricing adjustments as contracts renew, to mitigate the impact of these inflationary pressures on our results of operations. However, competitive and market pressures have limited our ability to do that, particularly with U.S. OEMs, and may prevent us from doing so in the future, because our customers are generally not obligated to accept price increases that we may desire to pass along to them. Even where we are able to pass price increases through to the customer, in some cases there is a lapse of time before we are able to do so. The inability to pass on price increases to our customers when raw material prices increase rapidly or to significantly higher than historic levels could adversely affect our operating margins and cash flow, possibly resulting in lower operating income and profitability. We expect to be continually challenged by demand and inflationary pressures for our principal raw materials and other supplies, including semiconductors and other electronic components.
Previous wording
We are focused on maintaining a low fixed cost structure that provides us flexibility to remain profitable at all points of the traditional vehicle industry production cycle. As a result, approximately 83% of our hourly workforce is located in best cost countries. Furthermore, we have substantial operational flexibility by leveraging a large workforce of contingent workers, which represented approximately 26% of the hourly workforce as of June 30, 2026. However, we will continue to adjust our cost structure and optimize our manufacturing footprint in response to changes in the global and regional automotive markets and in order to increase investment in advanced technologies and engineering, as evidenced by our ongoing restructuring programs focused on reducing our global overhead costs, the continued rotation of our manufacturing footprint to best cost locations in Europe and aligning our manufacturing capacity with the current levels of automotive production in each region. As we continue to operate in a cyclical industry that is impacted by movements in the global and regional economies, we continually evaluate opportunities to further refine our cost structure.
Current wording
We are focused on maintaining a low fixed cost structure that provides us flexibility to remain profitable at all points of the traditional vehicle industry production cycle. As a result, approximately 83% of our hourly workforce is located in best cost countries. Furthermore, we have substantial operational flexibility by leveraging a large workforce of contingent workers, which represented approximately 29% of the hourly workforce as of September 30, 2026. However, we will continue to adjust our cost structure and optimize our manufacturing footprint in response to changes in the global and regional automotive markets and in order to increase investment in advanced technologies and engineering, as evidenced by our ongoing restructuring programs focused on reducing our global overhead costs, the continued rotation of our manufacturing footprint to best cost locations in Europe and aligning our manufacturing capacity with the current levels of automotive production in each region. As we continue to operate in a cyclical industry that is impacted by movements in the global and regional economies, we continually evaluate opportunities to further refine our cost structure.
Previous wording
We have a strong balance sheet with gross debt of approximately $5.4 billion and substantial available liquidity of approximately $3.3 billion consisting of cash and cash equivalents and available financing under our Revolving Credit Facility and committed European accounts receivable factoring facility (as defined below in Liquidity and Capital Resources) as of June 30, 2026, and no significant U.S. defined benefit or workforce postretirement health care benefits and employer-paid postretirement basic life insurance benefits (“OPEB”) liabilities. We intend to maintain strong financial discipline by targeting industry-leading earnings growth, cash flow generation and return on invested capital and to maintain sufficient liquidity to sustain our financial flexibility throughout the industry cycle.
Current wording
We have a strong balance sheet with gross debt of approximately $5.4 billion and substantial available liquidity of approximately $3.2 billion consisting of cash and cash equivalents and available financing under our Revolving Credit Facility and committed European accounts receivable factoring facility (as defined below in Liquidity and Capital Resources) as of September 30, 2026, and no significant U.S. defined benefit or workforce postretirement health care benefits and employer-paid postretirement basic life insurance benefits (“OPEB”) liabilities. We intend to maintain strong financial discipline by targeting industry-leading earnings growth, cash flow generation and return on invested capital and to maintain sufficient liquidity to sustain our financial flexibility throughout the industry cycle.
Previous wording
We typically experience (as described below) fluctuations in operating (loss) income due to:
Current wording
We typically experience (as described below) fluctuations in operating income (loss) due to:
Previous wording
Three and Six Months Ended June 30, 2026 versus Three and Six Months Ended June 30, 2025
Current wording
Three and Nine Months Ended September 30, 2026 versus Three and Nine Months Ended September 30, 2025
Previous wording
The results of operations for the three and six months ended June 30, 2026 and 2025 were as follows:
Current wording
The results of operations for the three and nine months ended September 30, 2026 and 2025 were as follows:
Previous wording
Total net sales for the three months ended June 30, 2026 increased 2% compared to the three months ended June 30, 2025. Our volumes increased 3% for the period, which primarily reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to flat global automotive production (flat on an AWM basis). Our net sales also reflect the impact of contractual price reductions, net of price recoveries, of $54 million and favorable foreign currency impacts, primarily related to the Chinese Yuan Renminbi and Euro, partially offset by the South Korean Won.
Current wording
Total net sales for the three months ended September 30, 2026 increased 2% compared to the three months ended September 30, 2025. Our volumes increased 2% for the period, which primarily reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to decreased global automotive production of 2% (down 1% on an AWM basis). Our net sales also reflect the impact of contractual price reductions, net of price recoveries, of $16 million and favorable foreign currency impacts, primarily related to the Chinese Yuan Renminbi, partially offset by the Euro.
Previous wording
Total net sales for the six months ended June 30, 2026 increased 2% compared to the six months ended June 30, 2025. Our volumes increased 1% for the period, which reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to decreased global automotive production of 1% (down 1% on an AWM basis). Our net sales also reflect the impact of contractual price reductions, net of price recoveries, of $87 million and favorable foreign currency impacts, primarily related to the Euro and Chinese Yuan Renminbi.
Current wording
Total net sales for the nine months ended September 30, 2026 increased 2% compared to the nine months ended September 30, 2025. Our volumes increased 2% for the period, which reflects volume growth in North America and Asia Pacific, partially offset by volume declines in Europe, compared to decreased global automotive production of 1% (flat on an AWM basis). Our net sales also reflect the impact of contractual price reductions, net of price recoveries, of $103 million and favorable foreign currency impacts, primarily related to the Euro and Chinese Yuan Renminbi.
Previous wording
Cost of sales increased $31 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, as summarized below. The Company’s material cost of sales was approximately 50% of net sales for both the three months ended June 30, 2026 and 2025.
Current wording
Cost of sales increased $101 million for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, as summarized below. The Company’s material cost of sales was approximately 50% of net sales for both the three months ended September 30, 2026 and 2025.
Previous wording
The increase in cost of sales reflects increased volumes, partially offset by favorable impacts from operational performance and currency exchange .
Current wording
The increase in cost of sales reflects the impacts from operational performance and increased volumes, partially offset by favorable impacts from currency exchange.
Previous wording
Cost of sales increased $77 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, as summarized below. The Company’s material cost of sales was approximately 50% of net sales in both the six months ended June 30, 2026 and 2025.
Current wording
Cost of sales increased $178 million for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, as summarized below. The Company’s material cost of sales was approximately 50% of net sales in both the nine months ended September 30, 2026 and 2025.
Previous wording
The increase in cost of sales reflects unfavorable impacts from currency exchange, increased volumes and the impacts of operational performance. Cost of sales was also impacted by the following item in Other above:
Current wording
The increase in cost of sales reflects the impacts from operational performance, increased volumes and unfavorable impacts from currency exchange. Cost of sales was also impacted by the following item in Other above:
Previous wording
•Approximately $20 million of decreased warranty costs.
Current wording
•Approximately $25 million of decreased warranty costs.
Previous wording
Selling, general and administrative expense (“SG&A”) primarily includes administrative expenses, information technology costs, incentive compensation related costs, separation costs, acquisition and project portfolio costs and selling and marketing expenses. SG&A remained consistent as a percentage of net sales for the three and six months ended June 30, 2026 as compared to 2025.
Current wording
Selling, general and administrative expense (“SG&A”) primarily includes administrative expenses, information technology costs, incentive compensation related costs, separation costs, acquisition and project portfolio costs and selling and marketing expenses. SG&A decreased as a percentage of net sales for the three and nine months ended September 30, 2026 as compared to 2025, primarily due to cost reduction initiatives implemented following the spin-off of the former Electrical Distribution Systems segment, and the elimination of certain shared operating expenses previously allocated to the Electrical Distribution Systems segment there were re-allocated to the Company’s remaining reportable operating segments in 2025. The decrease was partially offset by an operating lease right-of-use asset impairment charge of approximately $14 million recorded during the three months ended September 30, 2026, as described further in Note 14. Fair Value of Financial Instruments to the consolidated financial statements contained herein.
Previous wording
Amortization expense reflects the non-cash charge related to definite-lived intangible assets. Amortization during the three and six months ended June 30, 2026 and 2025 reflects the continued amortization of our definite-lived intangible assets, which resulted primarily from our acquisitions, over their estimated useful lives.
Current wording
Amortization expense reflects the non-cash charge related to definite-lived intangible assets. The increase in amortization during the three and nine months ended September 30, 2026 compared to 2025 reflects $56 million of intangible asset impairment charges recorded during the three months ended September 30, 2026, as described further in Note 14. Fair Value of Financial Instruments to the consolidated financial statements contained herein, and the continued amortization of our definite-lived intangible assets, which resulted primarily from our acquisitions, over their estimated useful lives. Refer to Note 16. Acquisitions and Divestitures to the consolidated financial statements contained herein for further detail of our business acquisitions, including details of the intangible assets recorded in each transaction.
Previous wording
During the three and six months ended June 30, 2026, the Company recorded employee-related and other restructuring charges totaling approximately $24 million and $40 million, respectively. We expect to make cash payments of approximately $45 million over the next twelve months pursuant to currently implemented restructuring programs.
Current wording
During the three and nine months ended September 30, 2026, the Company recorded employee-related and other restructuring charges totaling approximately $8 million and $48 million, respectively. We expect to make cash payments of approximately $35 million over the next twelve months pursuant to currently implemented restructuring programs.
Previous wording
During the three and six months ended June 30, 2025, Aptiv recorded employee-related and other restructuring charges totaling approximately $27 million and $49 million, respectively, which included the recognition of approximately $12 million and $15 million, respectively, for a program initiated in the fourth quarter of 2024 focused on global salaried workforce optimization, primarily in the European region.
Current wording
During the three and nine months ended September 30, 2025, Aptiv recorded employee-related and other restructuring charges totaling approximately $39 million and $88 million, respectively. The charges recorded during the three months ended September 30, 2025 included the recognition of approximately $25 million related to workforce optimization within the Intelligent Systems segment. The charges recorded during the nine months ended September 30, 2025 also included the recognition of approximately $15 million for a program initiated in the fourth quarter of 2024 focused on global salaried workforce optimization, primarily in the European region.
Previous wording
We expect to continue to incur additional restructuring expense in 2026 and beyond, primarily related to programs focused on reducing global overhead costs, the continued rotation of our manufacturing footprint to best cost locations in Europe and aligning manufacturing capacity with the levels of automotive production, which includes approximately $15 million (of which approximately $10 million relates to the Engineered Components segment and approximately $5 million relates to the Intelligent Systems segment) for programs approved as of June 30, 2026. Additionally, as we continue to operate in a cyclical industry that is impacted by movements in the global and regional economies, we continually evaluate opportunities to further adjust our cost structure and optimize our manufacturing footprint. The Company plans to implement additional restructuring activities in the future, if necessary, in order to align manufacturing capacity and other costs with prevailing regional automotive production levels and locations, to improve the efficiency and utilization of other locations and in order to increase investment in advanced technologies and engineering. Such future restructuring actions are dependent on market conditions, customer actions and other factors.
Current wording
We expect to continue to incur additional restructuring expense in 2026 and beyond, primarily related to programs focused on reducing global overhead costs, the continued rotation of our manufacturing footprint to best cost locations in Europe and aligning manufacturing capacity with the levels of automotive production, which includes approximately $50 million (of which approximately $15 million relates to the Engineered Components segment and approximately $35 million relates to the Intelligent Systems segment) for approved programs within the next twelve months. Additionally, as we continue to operate in a cyclical industry that is impacted by movements in the global and regional economies, we continually evaluate opportunities to further adjust our cost structure and optimize our manufacturing footprint. The Company plans to implement additional restructuring activities in the future, if necessary, in order to align manufacturing capacity and other costs with prevailing regional automotive production levels and locations, to improve the efficiency and utilization of other locations and in order to increase investment in advanced technologies and engineering. Such future restructuring actions are dependent on market conditions, customer actions and other factors.
Previous wording
The decrease in interest expense during the three and six months ended June 30, 2026 compared to 2025 primarily reflects the full repayment of our European accounts receivable factoring facility in the first half of 2025, the February 2026 redemption of the $266 million in aggregate principal amount outstanding of 4.35% Senior Notes, the April 2026 redemption of the $401 million in aggregate principal amount outstanding of the 4.650% Senior Notes and the April 2026 redemption of the $1,446 million in aggregate principal amount of certain senior notes pursuant to the Tender Offer.
Current wording
The decrease in interest expense during the three and nine months ended September 30, 2026 compared to 2025 primarily reflects the full repayment of our European accounts receivable factoring facility in the first half of 2025, the February 2026 redemption of the $266 million in aggregate principal amount outstanding of 4.35% Senior Notes, the April 2026 redemption of the $401 million in aggregate principal amount outstanding of the 4.650% Senior Notes and the April 2026 redemption of the $1,446 million in aggregate principal amount of certain senior notes pursuant to the Tender Offer.
Previous wording
Other income, net for the three and six months ended June 30, 2026 includes interest income of $7 million and $15 million, respectively. Other income, net for the three and six months ended June 30, 2026 also includes a gain on debt extinguishment of $44 million and $39 million, respectively, primarily in conjunction with the redemption of the 4.35% Senior Notes, the 4.650% Senior Notes and certain senior notes pursuant to the Tender Offers, as further discussed in Note 8. Debt to the consolidated financial statements contained herein.
Current wording
Other income, net for the three and nine months ended September 30, 2026 includes interest income of $4 million and $19 million, respectively. Other income, net for the nine months ended September 30, 2026 also includes a net gain on debt extinguishment of $39 million primarily in conjunction with the redemption of the 4.35% Senior Notes, the 4.650% Senior Notes and certain senior notes pursuant to the Tender Offer, as further discussed in Note 8. Debt to the consolidated financial statements contained herein.
Previous wording
Other income, net for the three and six months ended June 30, 2025 includes interest income of $13 million and $24 million, respectively.
Current wording
Other income, net for the three and nine months ended September 30, 2025 includes interest income of $18 million and $42 million, respectively.
Previous wording
Net gain on equity method transactions for the three and six months ended June 30, 2026 includes a gain of approximately $3 million recorded as a result of the StradVision, Inc. (“StradVision”) initial public offering in June 2026.
Current wording
Net gain on equity method transactions for the three and nine months ended September 30, 2026 includes a gain of approximately $19 million recorded as a result of the Motional funding transaction completed in August 2026. Net gain on equity method transactions during the nine months ended September 30, 2026 also includes a gain of approximately $3 million recorded as a result of the StradVision, Inc. (“StradVision”) initial public offering in June 2026.
Previous wording
Net gain on equity method transactions for the three and six months ended June 30, 2025 includes a gain of approximately $33 million recorded as a result of the Motional funding transaction completed in May 2025 and a gain of approximately $13 million from the closing of the sale of TTTech Auto AG (“TTTech Auto) in June 2025.
Current wording
Net gain on equity method transactions for the nine months ended September 30, 2025 includes a gain of approximately $33 million recorded as a result of the Motional funding transaction completed in May 2025 and a gain of approximately $13 million from the closing of the sale of TTTech Auto AG (“TTTech Auto) in June 2025.
Previous wording
The Company’s effective tax rate for the three and six months ended June 30, 2026 includes net discrete tax benefits of approximately $5 million and $7 million, respectively, primarily related to prior year true-ups. The Company’s effective tax rate for the three and six months ended June 30, 2025 includes net discrete tax benefits of approximately $40 million and net discrete tax expense of approximately $241 million, respectively, primarily related to changes in valuation allowances, as described below, partially offset by changes in reserves.
Current wording
The Company’s effective tax rate for the three and nine months ended September 30, 2026 includes net discrete tax benefits of approximately $8 million and $15 million, respectively, primarily related to the benefit associated with intangible asset impairment charges, as described further in Note 14. Fair Value of Financial Instruments to the consolidated financial statements contained herein, and prior year true-ups. The Company’s effective tax rate for the three and nine months ended September 30, 2025 includes net discrete tax expense of approximately $9 million and $250 million, respectively, primarily related to changes in valuation allowances, as described below, and the tax impact of legal entity restructuring, partially offset by changes in other valuation allowances and changes in reserves. The effective tax rate for the nine months ended September 30, 2025 also includes an unfavorable impact of approximately 477 points resulting from the Wind River non-cash goodwill impairment charge, as described further in Note 2. Significant Accounting Policies to the consolidated financial statements contained herein, which is non-deductible for tax purposes.
Previous wording
Equity loss, net of tax reflects the Company’s interest in the results of ongoing operations of entities accounted for as equity method investments. The equity losses recognized by Aptiv for each period presented are primarily attributable to the Motional autonomous driving joint venture. Refer to Note 20. Investments in Affiliates to the consolidated financial statements contained herein for additional information.
Current wording
Equity loss, net of tax reflects the Company’s interest in the results of ongoing operations of entities accounted for as equity method investments. The equity losses recognized by Aptiv for each period presented are primarily attributable to the Motional autonomous driving joint venture and the investment in StradVision, Inc. (“StradVision”) following the conversion of the Company’s existing preferred shares in StradVision into common shares during the fourth quarter of 2025. Refer to Note 20. Investments in Affiliates to the consolidated financial statements contained herein for additional information.
Previous wording
(Loss) income from discontinued operations, net of tax decreased during the three and six months ended June 30, 2026 as compared to 2025, primarily due to the completion of the Separation on April 1, 2026. (Loss) income from discontinued operations, net of tax for the three and six months ended June 30, 2026 also includes costs of approximately $50 million in bank-related success fees related to the Separation.
Current wording
Income from discontinued operations, net of tax decreased during the three and nine months ended September 30, 2026 as compared to 2025, primarily due to the completion of the Separation on April 1, 2026. Income from discontinued operations, net of tax for the nine months ended September 30, 2026 also includes costs of approximately $50 million in bank-related success fees related to the Separation.
Previous wording
Net sales, gross margin as a percentage of net sales and Adjusted Operating Income by segment for the three and six months ended June 30, 2026 and 2025 are as follows:
Current wording
Net sales, gross margin as a percentage of net sales and Adjusted Operating Income by segment for the three and nine months ended September 30, 2026 and 2025 are as follows:
Previous wording
•$15 million of decreased SG&A expense, not including the impact of separation costs and other acquisition and portfolio project costs.
Current wording
As noted in the table above, Adjusted Operating Income for the Engineered Components segment for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 was impacted by volume, including contractual price reductions, net of price recoveries, of $31 million and product mix, as well as operational performance. Adjusted Operating Income was also impacted by favorable foreign currency impacts of $56 million, primarily related to the Mexican Peso and Euro, and approximately $10 million of decreased SG&A expense, not including the impact of separation costs, asset impairments and other acquisition and portfolio project costs, which are reflected within Other in the table above.
Previous wording
As of June 30, 2026, we had cash and cash equivalents of $761 million and net debt (defined as outstanding debt less cash and cash equivalents) of $4.6 billion. The following table summarizes our available liquidity, which includes cash, cash equivalents and funds available under our significant committed credit facilities, as of June 30, 2026:
Current wording
As of September 30, 2026, we had cash and cash equivalents of $670 million and net debt (defined as outstanding debt less cash and cash equivalents) of $4.7 billion. The following table summarizes our available liquidity, which includes cash, cash equivalents and funds available under our significant committed credit facilities, as of September 30, 2026:
Previous wording
We also continue to expect to be able to move funds between different countries to manage our global liquidity needs without material adverse tax implications, subject to current monetary policies. We utilize a combination of strategies, including dividends, cash pooling arrangements, intercompany loan repayments and other distributions and advances to provide the funds necessary to meet our global liquidity needs. There are no significant restrictions on the ability of our subsidiaries to pay dividends or make other distributions to Aptiv. As of June 30, 2026, the Company’s cash and cash equivalents held by our non-U.S. subsidiaries totaled approximately $0.7 billion. If additional non-U.S. cash was needed for our U.S. operations, we may be required to accrue and pay withholding if we were to distribute such funds from non-U.S. subsidiaries to the U.S.; however, based on our current liquidity needs and strategies, we do not anticipate a need to accrue and pay such additional amounts.
Current wording
We also continue to expect to be able to move funds between different countries to manage our global liquidity needs without material adverse tax implications, subject to current monetary policies. We utilize a combination of strategies, including dividends, cash pooling arrangements, intercompany loan repayments and other distributions and advances to provide the funds necessary to meet our global liquidity needs. There are no significant restrictions on the ability of our subsidiaries to pay dividends or make other distributions to Aptiv. As of September 30, 2026, the Company’s cash and cash equivalents held by our non-U.S. subsidiaries totaled approximately $0.6 billion. If additional non-U.S. cash was needed for our U.S. operations, we may be required to accrue and pay withholding if we were to distribute such funds from non-U.S. subsidiaries to the U.S.; however, based on our current liquidity needs and strategies, we do not anticipate a need to accrue and pay such additional amounts.
Previous wording
Coinciding with the completion of the Separation, the Company incurred costs of approximately $50 million ($50 million, net of tax) in bank-related success fees during the three months ended June 30, 2026, which have been reclassified to discontinued operations.
Current wording
Coinciding with the completion of the Separation, the Company incurred costs of approximately $50 million ($50 million, net of tax) in bank-related success fees during the nine months ended September 30, 2026, which have been reclassified to discontinued operations.
Previous wording
During the three and six months ended June 30, 2026, the Company incurred costs of approximately $18 million and $75 million, respectively, related to the Separation, of which approximately $0 million and $52 million, respectively, were reclassified to discontinued operations. During the three and six months ended June 30, 2025, the Company incurred costs of approximately $28 million and $47 million, respectively, of which approximately $27 million and $46 million, respectively, were reclassified to discontinued operations. These costs, which are included in selling, general and administrative expense within the consolidated statements of operations, were primarily related to third-party professional fees associated with planning and executing the Separation. The Company expects to continue to incur additional expenses related to the Separation during the remainder of 2026.
Current wording
During the three and nine months ended September 30, 2026, the Company incurred costs of approximately $10 million and $85 million, respectively, related to the Separation, of which approximately $0 million and $52 million, respectively, were reclassified to discontinued operations. During the three and nine months ended September 30, 2025, the Company incurred costs of approximately $53 million and $100 million, respectively, of which approximately $51 million and $97 million, respectively, were reclassified to discontinued operations. These costs, which are included in selling, general and administrative expense within the consolidated statements of operations, were primarily related to third-party professional fees associated with planning and executing the Separation. The Company expects to continue to incur additional expenses related to the Separation during the remainder of 2026.
Previous wording
During the three months ended June 30, 2026, the Company recognized revenue of approximately $201 million for sales to Versigent.
Current wording
During the three and nine months ended September 30, 2026, the Company recognized revenue of approximately $207 million and $408 million, respectively, for sales to Versigent.
Previous wording
During the six months ended June 30, 2026, the Company repurchased approximately 5.1 million of our outstanding ordinary shares for $325 million in the open market.
Current wording
During the nine months ended September 30, 2026, the Company repurchased approximately 9.8 million of our outstanding ordinary shares for $558 million in the open market.
Previous wording
During the six months ended June 30, 2025, upon final settlements under the ASR Agreements, Aptiv received incremental deliveries of approximately 17.7 million ordinary shares. All shares delivered to Aptiv under the ASR Agreements were retired immediately. Under the ASR Agreements, the Company received total deliveries of approximately 48.5 million ordinary shares at an average price of $61.84 per share, based on the daily volume-weighted average price of our ordinary shares on specified dates during the terms of the ASR Agreements, less a discount and subject to adjustments pursuant to the terms and conditions of the ASR Agreements. There was no other share repurchase activity during the six months ended June 30, 2025.
Current wording
During the nine months ended September 30, 2025, Aptiv received incremental deliveries of approximately 17.7 million ordinary shares upon final settlements under the ASR Agreements in the first half of 2025. All shares delivered to Aptiv under the ASR Agreements were retired immediately. Under the ASR Agreements, the Company received total deliveries of approximately 48.5 million ordinary shares at an average price of $61.84 per share, based on the daily volume-weighted average price of our ordinary shares on specified dates during the terms of the ASR Agreements, less a discount and subject to adjustments pursuant to the terms and conditions of the ASR Agreements. During the nine months ended September 30, 2025, the Company also repurchased approximately 1.2 million of our outstanding ordinary shares for $96 million in the open market.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
On May 30, 2025, Hyundai invested approximately $440 million in Motional in exchange for additional common equity interests. Aptiv did not participate in this funding round. This transaction resulted in the dilution of Aptiv’s common equity interest in Motional from approximately 15% as of March 31, 2025 to approximately 13%. As a result of this transaction, the Company recognized a gain of approximately $33 million (approximately $0.15 per diluted share) during the nine months ended September 30, 2025, within net gain on equity method transactions in the consolidated statements of operations.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
•Approximately $20 million of decreased warranty costs.