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8-K

Aptiv PLC (APTV)

8-K 2025-12-05 For: 2025-12-02
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________________________________________________________________________________

FORM 8-K

________________________________________________________________________________________________________________________

CURRENT REPORT

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

Date of Report (Date of earliest event reported):

December 2, 2025

________________________________________________________________________________________________________________________

Aptiv PLC

(Exact name of registrant as specified in its charter)

________________________________________________________________________________________________________________________

Jersey 001-35346 98-1824200
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)

Spitalstrasse 5

8200 Schaffhausen, Switzerland

+41 52 580 96 00

(Address of Principal Executive Offices, Including Zip Code)

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report) N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

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

Title of each class Trading symbol(s) Name of each exchange on which registered
Ordinary Shares, $0.01 par value per share APTV New York Stock Exchange
1.600% Senior Notes due 2028 APTV New York Stock Exchange
4.350% Senior Notes due 2029 APTV New York Stock Exchange
4.650% Senior Notes due 2029 APTV New York Stock Exchange
3.250% Senior Notes due 2032 APTV New York Stock Exchange
5.150% Senior Notes due 2034 APTV New York Stock Exchange
4.250% Senior Notes due 2036 APTV New York Stock Exchange
4.400% Senior Notes due 2046 APTV New York Stock Exchange
5.400% Senior Notes due 2049 APTV New York Stock Exchange
3.100% Senior Notes due 2051 APTV New York Stock Exchange
4.150% Senior Notes due 2052 APTV New York Stock Exchange
5.750% Senior Notes due 2054 APTV New York Stock Exchange
6.875% Fixed-to-Fixed Reset Rate <br>Junior Subordinated Notes due 2054 APTV New York Stock Exchange

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

Emerging growth company ☐

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

Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 2, 2025, the Board of Directors of Aptiv PLC (the “Board”) appointed Håkan Agnevall to join the Board, effective as of December 10, 2025.

Mr. Agnevall is President and Chief Executive Officer of Wärtsilä Corporation, a global leader in innovative technologies and complete lifecycle solutions for the marine and energy industries, a position he has held from February 2021. Before joining Wärtsilä, he was President of Volvo Buses and a member of the Volvo Group Management, a position he held from 2013 to 2021. Previously, Mr. Agnevall held various senior leadership positions at Bombardier Transportation, a global leader in rail equipment, from 2010 to 2013, and at ABB., a global leader in electrification and automation, from 2003 to 2009. From 2000 to 2003, Mr. Agnevall worked in finance and consulting. He began his career at ABB. in 1991 where he spent eight years in a variety of engineering and commercial roles. Mr. Agnevall has a master’s degree in engineering physics, paralleled by a bachelor’s degree in business administration from Lund University (Sweden) and later a master’s of business administration from IMD (Switzerland).

Mr. Agnevall has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number Description
99.1 Press Release Dated December 5, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

Date: December 5, 2025 APTIV PLC
By: /s/ Katherine H. Ramundo
Katherine H. Ramundo
Executive Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary

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Document

Exhibit 99.1

aptivlogoa21.jpg

APTIV ANNOUNCES HÅKAN AGNEVALL TO JOIN APTIV’S BOARD OF DIRECTORS

Global technology leader brings decades of transformation, engineering, and international experience across mobility, energy, and industrial sectors

SCHAFFHAUSEN – DECEMBER 5, 2025 – Aptiv PLC (NYSE: APTV), a global industrial technology company, today announced the appointment of Håkan Agnevall, President and Chief Executive Officer of Wärtsilä Corporation, to its Board of Directors, effective December 10, 2025.

“Håkan is an accomplished global operator with deep experience leading technology-driven transformations across highly engineered, mission-critical industries,” said Kevin Clark, chair and chief executive officer, Aptiv. “His background in electrification, automation, and service innovation, combined with his international leadership experience, will be a valuable asset as Aptiv continues to execute its strategy and expand its capabilities across industrial sectors.”

Mr. Agnevall has served as President and CEO of Wärtsilä Corporation since February 2021, leading the company’s transformation into a global provider of innovative technologies and complete lifecycle solutions for the marine and energy industries. Prior to Wärtsilä Corporation, he was President of Volvo Buses and a member of the Volvo Group Management Team, where he strengthened the company’s global position and accelerated its transition to electrified solutions.

Earlier in his career, Mr. Agnevall held a series of senior leadership roles at Bombardier Transportation and ABB Ltd., overseeing businesses in rail, electrification, and automation. He began his career at ABB in 1991 in engineering and commercial positions.

Mr. Agnevall holds both a master’s degree in engineering physics and a bachelor’s degree in business administration from Lund University in Sweden, as well as an MBA from IMD in Switzerland. He brings extensive international experience, having lived and worked in Scandinavia, the United States, Thailand, Brazil, and Switzerland, and is widely recognized for leveraging disruption as an opportunity to position businesses for long-term growth.

About Aptiv

Aptiv is a global industrial technology company focused on enabling a more automated, electrified, and digitalized future. Visit aptiv.com.

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Media Contact:

Lisa Scalzo

Lisa.Scalzo@aptiv.com