8-K

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

January 15, 2026

Date of Report (date of earliest event reported)

GENUINE PARTS COMPANY

(Exact name of registrant as specified in its charter)

(678) 934-5000

Registrant’s telephone number, including area code

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):

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

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. ☐

On January 15, 2026, Genuine Parts Company (the “Company”) announced that Paul D. Donahue, the Non-Executive Chairman of the Company’s Board of Directors (the “Board”), will retire from the Board, effective as of the end of his term at the Company’s 2026 annual meeting of shareholders.

In connection with Mr. Donahue’s planned retirement, the Board appointed Will Stengel, the Company’s President and Chief Executive Officer, to the additional position of Chairman of the Board, effective upon Mr. Donahue’s retirement.

On January 15, 2026, the Company issued a press release announcing the leadership transition. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information set forth in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

(d) Exhibits

SIGNATURES

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

EX-99.1

Exhibit 99.1

News Release

January 15, 2026

FOR IMMEDIATE RELEASE

Genuine Parts Company Announces Board Leadership Transition

Non-Executive Chair Paul Donahue to Retire

President and Chief Executive Officer Will Stengel Named Chair-Elect

ATLANTA – Genuine Parts Company (NYSE: GPC), a leading global service provider of automotive and industrial replacement parts and value-added solutions, announced today that Paul D. Donahue, Non-Executive Chairman, plans to retire from the Board of Directors at the company’s 2026 annual meeting of shareholders. The company also announced that its Board of Directors has appointed Will Stengel, currently the company’s President and Chief Executive Officer, to the additional role of Chairman of the Board of Directors. Upon Mr. Donahue’s retirement, Mr. Stengel will assume the combined position of Chairman and Chief Executive Officer.

“On behalf of the entire Board, I want to express our profound gratitude to Paul for his extraordinary service to GPC,” said P. Russell Hardin, lead independent director. “Paul has served the company with distinction for more than two decades, successfully streamlining GPC’s portfolio and strengthening governance while upholding the values and principles that have made GPC successful for almost a century. He leaves us with a tremendous foundation, which positions us well to pursue opportunities that enhance operational performance, improve profitability and unlock shareholder value.”

“It has been a privilege to serve GPC, and I am incredibly proud of what our team has accomplished together,” said Mr. Donahue. “As I prepare to retire from the Board, I am pleased with the Board’s decision to appoint Will as the company’s next Chairman. His strategic clarity and deep understanding of our businesses make him the ideal leader to guide GPC forward as we enter this next chapter.”

Mr. Stengel has served as a member of the Board of Directors and as the company’s President and Chief Executive Officer since June 2024. Mr. Stengel previously served as President of GPC from January 2021 to January 2023 and as Executive Vice President and Chief Transformation Officer from November 2019 to January 2021. The combined roles of Chairman and Chief Executive Officer promote unified leadership and direction for the company and leverage Mr. Stengel’s extensive operational and strategic expertise.

“The Board’s decision to appoint Will as our next Chairman further underscores its confidence in his strategic vision and ability to lead the company during this important time,” continued Mr. Hardin.

“I am deeply humbled to assume the role of Chairman upon Paul’s retirement,” said Mr. Stengel. “Paul has been an incredible mentor, and his leadership has been pivotal to the success of GPC. I look forward to collaborating closely with the Board and our talented team as we continue to pursue operational and strategic initiatives that drive profitable growth and long-term value for shareholders.”

About Genuine Parts Company

Established in 1928, Genuine Parts Company is a leading global service provider of automotive and industrial replacement parts and value-added solutions. Our Automotive Parts Group operates across the U.S., Canada, Mexico, Australasia, France, the U.K., Ireland, Germany, Poland, the Netherlands, Belgium, Spain and Portugal, while our Industrial Parts Group serves customers in the U.S., Canada, Mexico and Australasia. We keep the world moving with a vast network of over 10,700 locations spanning 17 countries supported by more than 63,000 teammates. Learn more at genpt.com.

Forward-Looking Statements

This press release contains forward-looking statements. These forward-looking statements involve risks and uncertainties, and while we believe that our expectations for the future are reasonable in view of currently available information, you are cautioned not to place undue reliance on our forward-looking statements. Actual results or events may differ materially from those indicated as a result of various important factors, including, among others, the risks, uncertainties and other factors discussed under “Risk Factors” discussed in our Annual Report on Form 10-K for the year ended December 31, 2024, our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 and from time to time in our subsequent filings with the Securities and Exchange Commission. Statements in this press release that are “forward-looking” include, without limitation, statements regarding the Company’s leadership transition and operational and strategic initiatives. Forward-looking statements speak only as of the date they are made, and we undertake no duty to update any forward-looking statements except as required by law. You are advised, however, to review any further disclosures we make on related subjects in our subsequent Forms 10-K, 10-Q, 8-K and other reports filed with the Securities and Exchange Commission.

Source: Genuine Parts Company