UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

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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): January 20, 2022

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SENSATA TECHNOLOGIES HOLDING PLC

(Exact name of Registrant as specified in its charter)

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England and Wales	001-34652	98-1386780
(State or other jurisdiction<br>of incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification No.)

529 Pleasant Street

Attleboro, Massachusetts 02703, United States

(Address of Principal executive offices, including Zip Code)

+1(508) 236 3800

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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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:

| ☐ | 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 exchange on which registered
Ordinary Shares - nominal value €0.01 per share	ST	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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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. o

Item 8.01	Other Events.

On January 20, 2022, the Company issued a press release announcing that its Board of Directors has authorized a $500 million ordinary share repurchase program, which replaces the Company’s prior ordinary share repurchase program that had $254 million remaining authorization as of December 31, 2021. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits

99.1	January 20, 2022 press release entitled "Sensata Technologies Announces new $500 million Share Repurchase Authorization"
104	Cover Page Interactive Data File (embedded within Inline XBRL document).

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.

		SENSATA TECHNOLOGIES HOLDING PLC
		/s/ Maria Freve
Date:	January 21, 2022	Name: Maria Freve
		Title: Vice President and Chief Accounting Officer

Document

Exhibit 99.1

Sensata Technologies Announces new $500 Million Share Repurchase Authorization

Swindon, United Kingdom – January 20, 2022 – Sensata Technologies (NYSE: ST) today announced that its Board of Directors has authorized a new ordinary share repurchase program of $500 million. This plan replaces Sensata’s prior ordinary share repurchase program which had $254 million remaining authorization as of December 31, 2021. Sensata’s shareholders have previously approved the forms of share repurchase agreements and the potential broker counterparties needed to execute the buyback program.

“Our share repurchase plan demonstrates our belief in our financial outlook and our ability to generate strong free cash flow, which we can deploy into value-creating initiatives for our shareholders,” said Jeff Cote, CEO and President. “We will continue to pursue M&A to expand our Megatrend growth initiatives. The new repurchase program will augment our existing capital deployment strategies and enable us to drive attractive returns on invested capital over the long-term.”

The Company’s ordinary shares may be repurchased from time to time depending on market conditions or other factors through open market or privately negotiated transactions. In addition, repurchases of ordinary shares may be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time.

About Sensata Technologies

Sensata Technologies is a leading industrial technology company that develops sensors, sensor-based solutions, including controllers and software, and other mission-critical products to create valuable business insights for customers and end users. For more than 100 years, Sensata has provided a wide range of customized, sensor-rich solutions that address complex engineering requirements to help customers solve difficult challenges in the automotive, heavy vehicle & off-road, industrial and aerospace industries. With more than 19,000 employees and operations in 13 countries, Sensata’s solutions help to make products safer, cleaner and more efficient, more electrified, and more connected. Learn more at www.sensata.com and follow us on LinkedIn, Facebook and Twitter.

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Investor Contact: Media Contact:

Jacob Sayer Alexia Taxiarchos

+1 (508) 236-1666 +1 (508) 236-1761

jsayer@sensata.com ataxiarchos@sensata.com