What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-02-14 compared with 2024-02-08 · 159 added, 160 removed, 438 unchanged (42% of the section changed)

7 unchanged sentences

Lear Corporation is a global automotive technology leader in Seating and E-Systems, enabling superior in-vehicle experiences for consumers around the world.

We supply complete seat systems, key seat components, complete electrical distribution and connection systems, high-voltage power distribution products, including battery disconnect units ("BDUs"), low-voltage power distribution products, electronic controllers and other electronic products t o all of the world's major automotive manufacturers.

We supply complete seat systems, key seat components, complete electrical distribution and connection systems, high-voltage power distribution products, including battery disconnect units ("BDUs"), low-voltage power distribution products and electronic controllers t o all of the world's major automotive manufacturers.

At Lear, we are Making every drive better TM by providing technology for safer, smarter and more comfortable journeys, while adhering to our values — Be Inclusive.

5 unchanged sentences

Lear is built on a foundation and strong culture of innovation, operational excellence, and engineering and program management capabilities.

We use our product, design and technological expertise, as well as our global reach and competitive manufacturing footprint, to achieve the following financial goals and objectives:

We use our product and process design and technological expertise, as well as our global reach and competitive manufacturing footprint, to achieve the following financial goals and objectives:

• Continue to deliver profitable growth, balancing risks and returns;

• Invest in innovation to drive business growth and profitability;

• Invest in product and process innovations to drive business growth and profitability;

• Maintain a strong balance sheet with investment grade credit metrics;

• Consistently return capital to our stockholders.

• Consistently return capital to our shareholders.

Our business is organized under two reporting segments:

7 unchanged sentences

seat mechanisms;

thermal comfort systems such as seat heating, ventilation, active cooling, pneumatic lumbar and massage products;

and headrests.

and thermal comfort systems such as seat heating, ventilation, active cooling, pneumatic lumbar and massage products.

All of these products are compatible with traditional internal combustion engine ("ICE") architectures and electrified powertrains, including the full range of hybrid, plug-in hybrid and battery electric architectures.

2 unchanged sentences

high-voltage power distribution products, including BDUs;

and low-voltage power distribution products, electronic controllers and other electronic products.

and low-voltage power distribution products and electronic controllers.

These capabilities enable us to provide our customers with customizable solutions with optimized designs at competitive costs for both low-voltage and high-voltage vehicle architectures.

3 unchanged sentences

High-voltage power distribution products control the flow and distribution of high-voltage power throughout electrified vehicles and include BDUs which control all electrical energy flowing into and out of high-voltage batteries in electrified vehicles.

Low-voltage power distribution products, electronic controllers and other electronic products facilitate signal, data and/or power management within the vehicle and include the associated software required to facilitate these functions.

Key components of our other electronic products portfolio include zone control modules, body domain control modules and low-voltage and high-voltage power distribution modules.

Low-voltage power distribution products and electronic controllers facilitate signal, data and/or power management within the vehicle and include the associated software required to facilitate these functions.

Key components of this portfolio include zonal controllers, body domain control modules and low-voltage and high-voltage power distribution modules.

Our software offerings include embedded control, cybersecurity software and software to control hardware devices.

Our customers traditionally have sourced our electronic hardware together with the software that we embed in it.

Our customers traditionally have sourced our electronic hardware together with the software that we integrate and embed in it.

We serve all of the world's major automotive manufacturers through both our Seating and E-Systems businesses, and we have automotive content on more than 480 vehicle nameplates worldwide.

5 unchanged sentences

These functions include health and safety, logistics, quality, supply chain management and all major administrative functions, such as corporate finance, executive administration, human resources, information technology and legal.

We continue to build on our reputation for operational excellence through investment in Industry 4.0 technologies.

Industry 4.0 refers to the current era of digital transformation in manufacturing.

We continue to build on our reputation for operational excellence through organic and inorganic investments in automation and other advanced manufacturing technologies and the digital transformation of both our operations and administrative functions.

It involves the integration of new technologies, such as Industrial Internet of Things (IIoT), cloud computing, artificial intelligence (AI), machine learning and advanced automation, into production facilities and business operations.

These technologies enable smart and automated machines and smart factories to communicate, analyze and optimize processes and products, resulting in higher efficiency, quality and responsiveness to customers.

These technologies enable smart and automated machines and smart factories to communicate, analyze and optimize products and processes, resulting in higher efficiency, quality and responsiveness to customers.

Available Information on our Website

11 unchanged sentences

The acquisition of UT Automotive represented our entry into automotive electrical and electronic systems and formed the basis for our current E-Systems segment.

We have subsequently augmented our organic growth plans with selective acquisitions and investments to expand our component capabilities and global footprint, as well as our Industry 4.0 technologies and automation capabilities, including the following:

We have subsequently augmented our organic growth plans with selective acquisitions and investments to expand our component capabilities and global footprint, as well as our automation and other advanced manufacturing technologies, including the following:

• In May 2012, we acquired Guilford Mills, a leading supplier of automotive seat and interior fabric, for approximately $243 million.

8 unchanged sentences

Thagora's proprietary solutions complement our sustainable manufacturing processes by improving the production yield of our Seating segment's surface materials operations and lowering energy usage during production.

In addition, Thagora's Industry 4.0 technologies bring significant advances to our manufacturing operations through engineering and logistics enhancements, including improved material traceability and facility footprint utilization capabilities.

• In November 2022, we acquired InTouch Automation ("InTouch"), a supplier of Industry 4.0 technologies and complex automated testing equipment critical in the production of automotive seats.

InTouch's product portfolio is aligned with our Industry 4.0 strategy to implement technologies designed to automate the testing and validation of seat components and complete seats.

• In April 2023, we completed the acquisition of I.G.

In addition, Thagora's manufacturing automation technologies bring significant advances to our manufacturing operations through engineering and logistics enhancements, including improved material traceability and facility footprint utilization capabilities.

• In November 2022, we acquired InTouch Automation ("InTouch"), a supplier of manufacturing automation technologies and complex automated testing equipment critical in the production of automotive seats.

InTouch's product portfolio is aligned with our manufacturing automation strategy to implement technologies designed to automate the testing and validation of seat components and complete seats.

• In April 2023, we acquired I.G.

Bauerhin ("IGB"), a privately held supplier of automotive seat heating, ventilation and active cooling, steering wheel heating, seat sensors and electronic control modules, headquartered in Grundau-Rothenbergen, Germany, for approximately $175 million.

The acquisition furthers our comprehensive strategy to develop and integrate a complete portfolio of thermal comfort systems for automotive seating.

Our acquisition furthers our comprehensive strategy to develop and integrate a complete portfolio of thermal comfort systems for automotive seating.

IGB provides active cooling, as well as additional scale to our seat heating and ventilation capabilities and complements the lumbar and massage capabilities obtained with our acquisition of Kongsberg ICS.

• In July 2024, we acquired WIP Industrial Automation ("WIP”), a privately held company based in Valladolid, Spain.

WIP develops, integrates and deploys cutting-edge technologies to create customized automation solutions for production applications used in our business.

Our acquisition of WIP further strengthens our robotics and AI-based capabilities, which are important for production efficiency, quality and safety in a modern manufacturing environment.

• In February 2025, we acquired StoneShield Engineering ("StoneShield"), a privately held company based in Castelo Branco, Portugal.

StoneShield specializes in the design and development of automation technology for the wire harness industry with expertise in robotics, automated taping applications and high voltage harness assembly.

Our acquisition of StoneShield will accelerate the automation of our production processes throughout our E-Systems business, further improving our efficiency and operational excellence.

We supply all vehicle segments of the automotive light vehicle original equipment market in every major automotive producing region in the world.

Our sales are driven by the number of vehicles produced by the automotive manufacturers, which is ultimately dependent on consumer demand for automotive vehicles and the availability of raw materials and components, and our content per vehicle.

In 2020, the automotive industry experienced a significant decline in global production volumes as a result of the COVID-19 pandemic.

In 2022, industry production recovered modestly, increasing 8% compared to 2021.

In 2023, industry production increased 9% compared to 2022.

This reflects a return to 2019 pre-pandemic production levels but remains 5% below 2017 peak levels.

Our sales are driven by the number of vehicles produced by the automotive manufacturers and our content per vehicle.

Although 2023 industry production returned to pre-pandemic levels, 2024 industry production remained approximately 6% below 2017 peak levels (based on January 2025 S&P Global Mobility projections), and 2024 industry production in North America and Europe, our two largest markets, remained approximately 9% and 24% , respectively, below prior peak levels (based on January 2025 S&P Global Mobility projections).

Since 2020, the global economy, as well as the automotive industry, have been influenced directly and indirectly by macroeconomic events resulting in unfavorable conditions, including shortages of semiconductor chips and other components, elevated inflation levels on commodities and labor, higher interest rates, and labor and energy shortages in certain markets.

Beginning in the third quarter of 2023 and continuing into the fourth quarter of 2023, the automotive industry was impacted by labor strikes and related disruptions at certain facilities in the United States.

Certain of these factors, among others, continue to impact consumer demand, as well as the ability of automotive manufacturers to produce vehicles to meet demand.

Our strategy to mitigate these impacts encompasses our comprehensive cost management process, including cost technology optimization, actions to further align our manufacturing capacity to the current industry production environment and investments in Industry 4.0 technologies.

This will allow us to enhance operational efficiencies, improve the utilization of existing facilities and equipment to reduce future expenditures, and streamline and automate administrative functions.

Certain of these factors, among others, continue to impact consumer demand.

This will allow us to enhance operational efficiencies, improve the utilization of existing facilities and equipment to reduce future expenditures, and streamline administrative functions.

For a description of risks related to macroeconomic events, see Item 1A, "Risk Factors."

10 unchanged sentences

(2) Production data for 2023 has been updated from our 2023 Annual Report on Form 10-K to reflect actual production levels.

Automotive sales and production can also be affected by the age of the vehicle fleet and related scrappage rates, labor relations issues, labor shortages, fuel prices, regulatory requirements, government initiatives and incentives, trade agreements, tariffs and other non-tariff trade barriers (including recent U.S.

tariffs imposed or threatened to be imposed on Mexico, Canada and China, as well as other countries and any retaliatory actions taken by such countries), the availability and cost of credit, the availability and cost of raw materials and critical components, and logistics issues, as well as vehicle affordability and consumer preferences regarding vehicle powertrains (including preferences regarding hybrid and electric vehicles), size, configuration and features, among other factors.

The impact of potential tariffs on our business and financial condition, if any, is subject to a number of factors that are not yet known, including the effective date and duration of such tariffs, the scope and nature of any tariffs, the amount of any tariffs, any countermeasures that the target countries may take in response to such tariffs.

In light of these uncertainties, we can provide no assurance that any mitigating actions that may become available to us, such as our ability to pass along some or all of the costs of any tariffs to some or all of our customers, will be successful.

Our sales and production may be further affected by new entrants to the industry, including domestic automakers in certain regions and non-traditional automakers, and the restructuring actions, including facility closures, of our customers and suppliers.

Our operating results are also significantly impacted by the overall commercial success of the vehicle platforms for which we supply particular products, as well as the profitability of the products that we supply for these platforms, which is determined, in part, by the level of vertical integration.

The loss of business with respect to any vehicle model for which we are a significant supplier, or a decrease in the production levels of any such models, could adversely affect our operating results.

In addition, larger cars and light trucks, as well as vehicle platforms that offer more features and functionality, such as luxury, sport utility and crossover vehicles, typically have more content and, therefore, tend to have a more significant impact on our operating results.

Details on our sales in certain key regions for 2024 and 2023 are provided below:

7 unchanged sentences

China (non-consolidated) 2,104.0 1,867.4 13%

The automotive industry, and our business, continue to be shaped by the broad trend of electrification, which is likely to be at the forefront of the industry for the foreseeable future.

Demand for, and regulatory developments related to, improved energy efficiency and sustainability (e.g., government mandates related to fuel economy and carbon emissions) are significant drivers of this trend.

The automotive industry, and our business, continue to be shaped by the broad trend of electrification.

Although the adoption of electrified vehicles has been slower than anticipated in certain regions, demand for, and regulatory developments related to, improved energy efficiency and sustainability (e.g., government mandates related to fuel economy and carbon emissions) remain significant drivers of this trend.

In 2025, the battery electric vehicle market is expected to represent 17% of global light vehicle production (based on January 2025 S&P Global Mobility projections), as compared to 13% in 2024 and 12% in 2023.

1 unchanged sentence

Increasing demand for electrified vehicles is driven by numerous product offerings from both traditional and non-traditional automotive manufacturers, government requirements and incentives, automotive manufacturers' intern al targets and a growing segment of end consumers who are seeking alternatives to vehicles with traditional ICE architectures.

Meeting this demand requires further use of electronically controlled and assisted powertrains and related components to impr ove fuel efficiency;

Meeting this demand requires further

use of electronically controlled and assisted powertrains and related components to impr ove fuel efficiency;

the adoption of alternative energy powertrains, such as 48-volt mild hybrid, full hybrid, plug-in hybrid and pure battery electric powertrains that facilitate electrification of the vehicle;

3 unchanged sentences

Crossover and sport utility vehicle production has grown to approximately 48% of total vehicle production in 2024, up from 37% five years ago.

Thro ugh our products, technology and strategic initiatives, we are well positioned to capitalize on business growth opportunities.

Thro ugh our products, processes, technology and strategic initiatives, we are well-positioned to capitalize on business growth opportunities.

We are focused on profitably growing our businesses and have implemented a strategy designed to deliver industry-leading, long-term financial returns.

This strategy is based on the following four pillars designed to drive growth and profitability in both of our business segments:

• Extend our market leadership position in Seating with priceable features;

• Transform our E-Systems business through accelerated growth in connection systems, vehicle architecture evolution and electrification, and the rationalization of our product portfolio to improve profitability;

• Build on our reputation for operational excellence through investment in Industry 4.0 technologies;

• Extend our market leadership position in Seating with priceable features, including modularity and thermal comfort systems;

• Transform our E-Systems business through accelerated growth in connection systems and vehicle architecture evolution and electrification;

• Build on our reputation for operational excellence through organic and inorganic investments in automation and digital technologies;

• Prioritize people and the planet through our sustainability initiatives to drive business growth, cost reductions and improved employee retention.

In our Seating business, key attributes of the seat design are evolving as the market continues to pivot toward electrified vehicles, providing us with an opportunity to offer value added solutions to our customers through our products and to use our leading market position to capture additional market share.

Our products include seat heating, ventilation, active cooling, pneumatic lumbar and massage products through INTU TM Thermal Comfort, the latest addition to our Intelligent Seating (INTU TM Seating) offerings, and seat reconfigurability through Configurable Seating Architecture (ConfigurE+ TM ).

In thermal comfort systems, we are integrating our existing capabilities with those realized through our acquisitions of Kongsberg ICS and IGB.

Further, we are enhancing product design through the integration of multiple thermal comfort features into a module which offers fewer parts, reduced complexity, improved packaging and significant performance improvements.

Finally, we have leveraged our complete seat system and component expertise and capabilities to develop a complete thermal comfort solution that combines this thermal comfort module with FlexAir TM , our 100% recyclable non-foam alternative, and the seat trim cover.

Our new ly designed thermal comfort seat system can reduce sub-components by 50% and increase airflow directly to the occupant by 40%, as compared to currently available designs.

Our design enables heating and ventilation of t he occupant rather than the entire cabin, which can improve energy efficiency, resulting in improved battery range for electric vehicles.

In our Seating business, our unique product offerings are providing us with an opportunity to offer value added solutions to our customers and to use our leading market position to capture additional market share.

Our key seat component products include seat trim covers;

surface materials such as leather and fabric;

seat mechanisms;

thermal comfort systems such as seat heating, ventilation, active cooling, pneumatic lumbar and massage products;

and seat reconfigurability through Configurable Seating Architecture (ConfigurE+ TM ).

Further, we are leveraging our distinct combination of complete seat system, seat component and thermal comfort expertise and capabilities with our ComfortFlex by Lear TM module, an architecture of modular designs combining two or more thermal comfort functions, and our ComfortMax Seat by Lear TM module, the integration of one or more thermal comfort features into the seat trim cover.

These ComfortFlex TM and ComfortMax Seat TM modules can reduce sub-components by up to 50% and increase airflow directly to the occupant by up to 40%, as compared to currently available designs.

With our thermal comfort systems expertise, we are poised to capitalize on the market trends in electric vehicles, second and third row comfort, and ride sharing, while also providing greater design, cost, production and energy efficiency for our customers.

1 unchanged sentence

high-voltage power distribution products, including BDUs;

and low-voltage power distribution products, electronic controllers and other electronic products support the trend toward electrification, as well as the evolution toward zone-based vehicle electrical architectures for both ICE and electrified powertrains.

and low-voltage power distribution products and electronic controllers support the trend toward electrification, as well as the evolution toward zone-based vehicle electrical architectures for both ICE and electrified powertrains.

We are investing in and expanding our electrical distribution and connection systems business.

3 unchanged sentences

Differentiation through higher power management capacity, lighter weight solutions, and optimized and vertically integrated manufacturing solutions provide us with a competitive advantage in the electrification market.

Our electronic controllers and other electronic products business is benefiting from the adoption of new vehicle electrical architectures with more integrated power management and control, which is aligned with our strong history of providing highly complex and integrated electronics to our customers.

We have rationalized our electronics product portfolio to align with this trend, focusing future investments on those products where we believe that we have a competitive advantage and we can achieve industry-leading financial returns.

Further, we are de-emphasizing and exiting those product lines where we do not see a path to sustainable risk-adjusted financial returns.

We are building on our reputation for operational excellence within the automotive industry with the establishment of our Lear Forward Plan , which will enhance operational efficiencies across our business, and our investments in Industry 4.0 technologies, including the 2022 acquisitions of Thagora and InTouch.

Our acquisition of Thagora provides us with scalable smart-manufacturing technology that improves the production yield of our Seating segment's surface materials operations and lowers energy usage during production.

Our acquisition of InTouch provides us with complex testing equipment that automates the testing and validation of seat components and complete seats.

Our electronic controllers business is benefiting from the adoption of new vehicle electrical architectures with more integrated power management and control, which is aligned with our strong history of providing highly complex and integrated electronics to our customers.

We are focusing future investments on those products where we believe that we have a competitive advantage and we can achieve industry-leading financial returns.

IDEA by Lear - Innovative.

- supports our strategy to drive growth and improve profitability.

IDEA reflects our commitment to continue to strengthen our competitive position in both of our business segments through the development of innovative products and the utilization of process automation and other advanced technologies that improve our profitability through increased efficiency and extend our leadership position in operational excellence.

Our investments in these technologies and the digital transformation of both our operations and administrative functions aim to improve profitability through process improvements and further efficiency gains .

Our 2022 acquisition of Thagora provides us with scalable smart-manufacturing technology that improves the production yield of our Seating segment's surface materials operations and lowers

energy usage during production.

Our 2022 acquisition of InTouch provides us with automated end-of-line seat function testing, equipment and software integration capabilities and vision system technologies.

Our acquisition of WIP in 2024 further strengthened our robotics and AI- based capabilities which are important for production efficiency, safety and quality in a modern manufacturing environment.

Our recent acquisition of StoneShield in 2025 will accelerate the automation of our production processes throughout our E-Systems business.

These acquisitions enable us to further our in-house product and process capabilities and strengthen our competitive differentiation.

We continue to embed responsible and sustainable principles into our key business processes and operati ons.

We have developed products such as FlexAir TM , ReNewKnit TM , a sustainable sueded alternative material that is fully recyclable at its end of life and composed of 100% recycled plastic bottles, and SoyFoam TM , a substitute for certain petroleum-based products.

We have developed products such as FlexAir TM , a 100% recyclable alternative to traditional foam, ReNewKnit TM , a sustainable sueded alternative material that is fully recyclable at its end of life and composed of 100% recycled plastic bottles, and SoyFoam TM , a substitute for certain petroleum-based products.

We also have improved energy efficiency in our operations and established climate goals to reduce carbon emissions and increase the use of renewable energy.

1 unchanged sentence

Lear is a recognized global leader in complete seat systems.

Based on independent market studies and management estimates, we believe that we hold the #2 position in complete seat systems globally on the basis of revenue with strong positions in all major markets and a 25% global market share in 2023.

Based on independent market studies and management estimates, we believe we are one of the two largest suppliers of complete seat systems globally on the basis of revenue with strong positions in all major markets and a 26% global market share in 2024.

We are also a recognized leader in key individual seat components produced for complete seat systems.

2 unchanged sentences

seat mechanisms;

thermal comfort systems such as seat heating, ventilation, active cooling, pneumatic lumbar and massage products;

and headrests.

Our extensive system-level knowledge and component-level capab ilities, including internal

development of sensor and control algorithms, have provided a strong foundation for innovation and commercialization of thermal comfort systems and convenience features.

and thermal comfort systems such as seat heating, ventilation, active cooling, pneumatic lumbar and massage products.

Our extensive system-level knowledge and component-level capab ilities, including internal development of sensor and control algorithms, have provided a strong foundation for innovation and commercialization of thermal comfort systems and convenience features.

We belie ve that with our comprehensive set of component offerings, we are a leader in the global market.

20 unchanged sentences

We are working to improve the sustainability of our operations through identification and reduction of generated waste, reuse of materials whenever possible and recycling.

Our sustainability efforts leverage available technology to replace certain petroleum-based products with more sustainable alternatives, such as SoyFoam TM and, more recently, FlexAir TM , our 100% recyclable non-foam alternative that is anticipated to reduce both CO2 emissions and mass as compared to traditional foam offerings, as well as improve breathability, resulting in better performance.

Our sustainability efforts leverage available technology to replace certain petroleum-based products with more sustainable alternatives, such as SoyFoam TM and, more

recently, FlexAir TM , our 100% recyclable non-foam alternative that reduces both CO2 emissions and mass and is being integrated into our customized and innovative portfolio of products.

In addition, we have focused development efforts on commercializing a range of fabrics that contain recycled, renewable or recyclable yarns that reduce our environmental impact.

3 unchanged sentences

Our thermal comfort systems consist largely of seat heating, ventilation, active cooling, pneumatic lumbar and massage products, together with other thermal products such as panel and steering wheel heating.

Our thermal comfort systems strategy consists of three phases:

business integration, component modularity and delivery of the most efficient and feature-packed seat in the industry.

Over the past decade, we have dedicated significant engineering resources to designing, developing and advancing the future of thermal comfort systems.

2 unchanged sentences

Traditionally, heating, ventilation, lumbar and massage products have been designed as independent systems in a multi-layered model.

We have designed a single module that combines these thermal comfort features and uses fewer parts.

This module provides a more efficient system, reduces complexity, improves packaging size and delivers significant performance improvements.

Finally, we have leveraged all of our complete seat systems and seat component expertise and capabilities to develop a complete thermal comfort system that combines our thermal comfort module, FlexAir TM and the seat trim cover.

This revolutionary design further reduces part

complexity, mass and package size (allowing for easier adoption in second and third rows) and significantly improves the final seat assembly process while providing a more efficient system with improved performance (including reduced time to sensation) and enhanced comfort for the occupant.

We are redefining comfort, design and performance through ComfortFlex TM and ComfortMax Seat TM .

These revolutionary designs further reduce part complexity, mass and package size (allowing for easier adoption in second and third rows) and significantly improves the final seat assembly process by reducing the number of components assembled into our seats in the just-in-time facilities , while providing a more efficient system with improved performance (including reduced time to sensation) and enhanced comfort for the occupant.

In addition, our complete thermal comfort module can be supplied to any seat supplier and is compatible with any seat structure with traditional foam or FlexAir TM .

2 unchanged sentences

We believe that our broad capabilities, including advanced design and material integration skills, provide us with a competitive advantage.

Our team of experts at our Center for Craftsmanship in Southfield, Michigan has developed a portfolio of technologies that deliver sustainable products, differentiated design, craftsmanship and comfort.

Through this dedicated studio, we are leveraging our unique position to be an industry leader in design and facilitating customer interactions with designers and engineers working collaboratively to create innovative solutions early in the design process.

Our team has developed a portfolio of technologies that deliver sustainable products, differentiated design, craftsmanship and comfort.

We are leveraging our unique position to be an industry leader in design and facilitating customer interactions with designers and engineers working collaboratively to create innovative solutions early in the design process.

The breadth of our portfolio and depth of our design expertise allows us to better integrate all seat components and bring innovative designs into production with the highest level of craftsmanship, providing differentiated design comfort, quality and overall value to the end consumer.

10 unchanged sentences

For example, on extended trips, the lumbar support is continuously adjusted for optimal comfort, and seat bolsters automatically adjust during sharp curves to provide the driver with optimal support.

We received our first production award incorporating these advanced features which is expected to launch in 2027 with a luxury European automaker.

We have developed and designed efficiencies into individual seat components and full system integration to outperform existing systems.

Continued advancements in INTU TM Thermal Comfort are targeted to optimize the overall thermal performance of the vehicle interi or, which may reduce energy consumption for vehicles with ICE architectures, as well as those with electrified powertrains.

Configurable Seating Architecture (ConfigurE+ TM )

Through our ConfigurE+ TM configurable seating architecture, we are able to provide flexible seat positioning while offering consumers advanced seat features and functions.

Winner of an Automotive News PACE Award in 2019, ConfigurE+ TM with its configurable powered rail system enables selective seat positioning and seat removal for virtually limitless configurations while maintaining the functionality of the seat's electronic features.

By providing power without a wire harness, seats can be easily removed for cargo management, and vehicle cabins can be quickly customized, providing flexibility for personal, autonomous, ride-share and public transportation needs.

Further, the potential market for ConfigurE+ TM includes commercial trucks as well as light vehicles.

Other Core Capabilities

3 unchanged sentences

We have in-house, industry-leading seat validation test centers featuring crash worthiness, durability and full acoustic and sound quality testing capabilities.

with computer-controlled data acquisition and analysis capabilities, these centers provide precisely controlled laboratory conditions for sophisticated testing of parts, materials and systems.

Together with computer-controlled data acquisition and analysis capabilities, these centers provide precisely controlled laboratory conditions for sophisticated testing of parts, materials and systems.

In addition, we incorporate many convenience, comfort and safety features into our designs, including advanced whiplash prevention concepts, integrated restraint seat systems and side impact airbags.

1 unchanged sentence

We have developed products and materials to improve comfort and ease of adjustment, promote customization and styling flexibility, increase durability and reliability, enhance safety, expand the usage of environmentally friendly materials and reduce cost and weight.

Our core capabilities extend into key seat components as well, including:

Our core capabilities extend into key seat components serving as a platform for innovation as well, including:

• Leather and Fabric – We deliver the most luxurious, durable and performance-tested leathers to more automotive brands globally than any other automotive leather supplier, while promoting sustainable and responsible sourcing practices.

3 unchanged sentences

With respect to fabrics, we have focused development efforts on commercializing a range of fabrics that contain recycled, renewable or recyclable yarns that reduce our environmental impact.

These fabrics include our ReNewKnit TM sustainable sueded alternative material that is fully recyclable at its end of life and composed of 100% recycled plastic bottles, which is scheduled to launch with a global automotive manufacturer in 2024.

These fabrics include our ReNewKnit TM sustainable sueded alternative material that is fully recyclable at its end of life and composed of 100% recycled plastic bottles, which launched with a global automotive manufacturer in 2024.

Our branded TeXstyle TM surface material coatings and treatment technologies enhance cleanability by releasing and repelling stains;

10 unchanged sentences

• Zero Gravity Seat – Zero gravity seats (i.e., seats designed to replicate the sensation of weightlessness) have become increasingly more important in the local China market as they provide an enhanced comfort experience for the second row occupants.

We have developed a zero gravity seat for second row occupants that includes a 65 degree recline, a raising calf rest for lower leg support, an adaptive arm rest and occupant body pressure distribution, together with various comfort features, including integrated pneumatic neck support and heated back massage.

Production for our first award is expected to launch in 2024.

• Foam and Comfort – Our highly engineered low-profile foam, low-emission foam and our first-to-market, U.S.-sourced SoyFoam TM are break-through innovations in comfort, safety and sustainability.

Our FlexAir TM technologies offer a 100% recyclable non-foam alternative to traditional foam.

We have developed and launched a zero gravity seat for second row occupants that includes a 65 degree recline, a raising calf rest for lower leg support, an adaptive arm rest and occupant body pressure distribution, together with various comfort features, including integrated pneumatic neck support and heated back massage.

• Foam and Comfort – Our FlexAir TM technologies offer a 100% recyclable non-foam alternative to traditional foam.

Our highly engineered low-profile foam, low-emission foam and our first-to-market, U.S.-sourced SoyFoam TM are break-through innovations in comfort, safety and sustainability.

Our first production award incorporating this application launched in 2024.

Manufacturing Leadership

2 unchanged sentences

We pioneered just-in-time seat assembly.

Typically located adjacent to or near our customers' manufacturing and assembly sites, our just-in-time facilities deliver assembled seats matching our customers' exact build specifications for a particular day, shift and sequence.

shift and sequence.

Our expertise in logistics and lean manufacturing processes enable us to meet our customers' delivery requirements while maintaining inventories at optimum levels.

1 unchanged sentence

We utilize the latest industry innovations and automated technologies to facilitate our continuous improvement efforts.

Our recent investments in Industry 4.0, including the 2022 acquisitions of Thagora and InTouch, have resulted in operational efficiencies in the manufacturing process.

Our recent investments in automation and other advanced manufacturing technologies , including the 2022 acquisitions of Thagora and InTouch and the 2024 acquisition of WIP, have resulted in lower manufacturing costs, improved safety and ergonomics, and higher production reliability.

Moreover, we have continued to expand our employee engagement initiatives, achieving global scalability and successfully driving cultural advances.

initiatives have resulted in improvements in quality, lower employee absenteeism, material cost savings and a reduction in average assembly build times per seat set.

Our initiatives have resulted in improvements in quality, lower employee absenteeism, material cost savings and a reduction in average assembly build times per seat set.

The top five customers of our Seating segment are:

General Motors, Mercedes-Benz, Stellantis, Volkswagen and Ford.

General Motors, Mercedes-Benz, Volkswagen, Stellantis and BMW.

Our primary competitors in this segment globally are Adient plc, Forvia SE, Magna International Inc., Toyota Boshoku Corporation, TS Tech Co., Ltd.

8 unchanged sentences

high-voltage power distribution products, including BDUs;

and low-voltage power distribution products, electronic controllers and other electronic products for light vehicles globally.

and low-voltage power distribution products and electronic controllers for light vehicles globally.

We are a leader in signal distribution and power management within the vehicle for all types of powertrains – from traditional ICE architectures to the full range of electrified powertrains.

Our expertise and product portfolio support new vehicle electrical architectures, including the adoption of high-voltage electrified vehicle architectures and the transition to zone-based vehicle electrical architectures.

We are expanding our capabilities and introducing new product lines, primarily within our electrical distribution and connections systems business and including intercell connect boards, BDUs, engineered components, high-voltage wire, high-speed data cables and zone control modules.

Further, we are de-emphasizing and exiting certain electronics product lines, including audio modules, lighting modules, on-board chargers, telematics control units and niche electronic controllers, where we do not see a path to sustainable risk-adjusted financial returns.

1 unchanged sentence

Higher performance and larger format electrified vehicles, including trucks and SUVs, as well as electrified vehicles with longer range, further increase content per vehicle and aligns favorably with our products, including high power-to-size ratio terminal systems, high performance BDUs and intercell connect boards.

In addition, the continuing evolution of the vehicle electrical architecture is introducing more highly integrated power management and control electro nics (or zone control modules) and greatly expanding the use of high-speed data within the vehicle.

In addition, the continuing evolution of the vehicle electrical architecture is introducing more highly integrated power management and control electro nics (or zonal controllers) and greatly expanding the use of high-speed data within the vehicle.

Our customers are adopting these new architectures on both ICE and electrified powertrains to enable continued integration of more electrical and electronic content and to enable future software-defined functionality.

These market demands align favorably with our expertise in zone control modules and high-speed data cables.

These market demands align favorably with our expertise in zonal controllers and high-speed data cables.

Our product portfolio strategy enables increased leverage of our investments across a focused product portfolio and creates a competitive advantage as we are able to offer our customers customized solutions optimized to provide complete architecture benefits.

Our component designs consider the performance of the complete architecture, creating superior value for our customers.

Our investments in electrification over the past fifteen years are providing us with a significant growth opportunity with respect to this trend.

Our investments in electrification over the past sixteen years are providing us with a significant growth opportunity with respect to this trend.

Further, electrified vehicle architectures represent a significant content per vehicle expansion opportunity for us.

3 unchanged sentences

Wire harness assemblies, together with connection systems, link all of the various electrical and electronic devices within the vehicle to each other and/or to a power source.

Our wire harnesses provide low-voltage (12 volts and 48 volts) and high-voltage

(60 volts – 800 volts) power distribution.

Our wire harnesses provide low-voltage (12 volts and 48 volts) and high-voltage (60 volts – 800 volts) power distribution.

Low-voltage wire harnesses are used on all light duty vehicles, and high voltage wire harnesses are used on vehicles with electrified powertrains.

29 unchanged sentences

More than fifteen years of experience in high-voltage power distribution products, together with our expertise in areas integral to the performance of BDUs, such as power and thermal management and electrical architecture integration, have contributed to our well-established market position and our ability to effectively and competitively supply BDUs.

High-voltage power distribution products are applicable to all electrified powertrain vehicles, but the size, complexity and configuration can vary widely dependent upon the power requirements of individual vehicle platforms.

High-voltage power distribution products are applicable to all electrified powertrain vehicles, but the size, complexity and configuration can vary widely

dependent upon the power requirements of individual vehicle platforms.

Our high-voltage power distribution products are currently manufactured in Mexico, China, Spain and Morocco.

Key material inputs to our high-voltage power distribution products include metals, including copper and aluminum, various resins, and power components, such as fuses, e-fuses and contactors.

Low-Voltage Power Distribution Products, Electronic Controllers and Other Electronic Products

In our E-Systems segment, we also design, develop, engineer and manufacture low-voltage power distribution products, electronic controllers and other electronic products that control various functions and power distribution within the vehicle.

electronic product offerings include zone control modules, body domain modules and low-voltage power distribution units.

Low-Voltage Power Distribution Products and Electronic Controllers

In our E-Systems segment, we also design, develop, engineer and manufacture low-voltage power distribution products and electronic controllers that control various functions and power distribution within the vehicle.

Our electronic product offerings include zonal controllers, body domain modules and low-voltage power distribution units.

These units are typically purchased with embedded software to manage vehicle functions, control power distribution and ensure vehicle network connection.

11 unchanged sentences

These technologies are supported by our proprietary virtual proving grounds, which is an industry-leading suite of in-house developed tools and processes to significantly reduce design, development and validation testing time and expense.

Our ongoing and accelerating investments in Industry 4.0 technologies, including the automation of wire harness manufacturing, design for automation and digital transformation, will yield future efficiencies and flexibility to our operations.

Our ongoing and accelerating investments in automation and other advanced manufacturing technologies, including the automation of wire harness manufacturing, design for automation and digital transformation, will yield future efficiencies and flexibility to our operations.

In high-voltage power distribution products, including BDUs, and low-voltage power distribution products, we have developed many patented or patent pending technologies that enable management of higher power levels and efficient thermal management.

4 unchanged sentences

These technologies are also scalable to achieve superior performance for vehicles with lower power requirements.

In our electronic controllers and other electronic products, we are a market leader in zone control, body domain control and power distribution technology and began production of our Automotive News PACE Award-winning Solid State Smart Junction Box TM in 2016.

In electronic controllers, we are a market leader in zone control, body domain control and power distribution technology.

Further, our expertise in e-fuse technology is leading to new power distribution business awards as new architectures are adopted and functional safety requirements increase.

Software is a critical element of our other electronic products business.

Software is a critical element of this part of our business.

Software capabilities are becoming more important in the management of complex and highly sophisticated electronic architectures.

2 unchanged sentences

The top five customers of our E-Systems segment are:

Ford, Geely (including Polestar and Volvo), Renault-Nissan, Jaguar Land Rover and Volkswagen.

Ford, General Motors, Jaguar Land Rover, Geely (including Polestar and Volvo) and Volkswagen.

Our major competitors in electrical distribution and connection systems include Aptiv PLC, Leoni AG, Molex Incorporated (a subsidiary of Koch Industries Inc.), Sumitomo Corporation, TE Connectivity and Yazaki Corporation.

1 unchanged sentence

Limited, Delta Electronics, Inc., LG Energy Systems, Ltd., Panasonic Holdings Corporation and Yazaki Corporation.

Our major competitors in other electronic products include Aptiv PLC,

Continental AG, Denso Corporation, Harman International Industries, Incorporated (a subsidiary of Samsung Electronics Co.

Our major competitors in electronic controllers include Aptiv PLC, Continental AG, Denso Corporation, Harman International Industries, Incorporated (a subsidiary of Samsung Electronics Co.

Ltd.), Hella (a subsidiary of Forvia SE), Robert Bosch GmbH, Valeo S.A.

10 unchanged sentences

We employ standardized processes globally that are designed to drive the efficient use of energy to reduce energy costs and greenhouse gas emissions, prevention of pollution and use of safe and sustainable production processes.

We have published carbon reduction goals that we intend to achieve by 2030, including 100% usage of renewable energy for our electricity consumption and a 50% reduction in carbon emissions at our sites globally, as well as an aspiration to be carbon neutral by 2050.

We have published carbon reduction goals that we intend to achieve by 2030, including 100% usage of renewable energy for electric power consumed at our facilities and a 50% reduction in our Scope 1 (direct) and Scope 2 (indirect) carbon emissions at our facilities globally, as well as an aspiration to be carbon neutral by 2050.

We are implementing a multifaceted approach to achieve these goals.

5 unchanged sentences

Our operations globally use our Energy Efficiency, Water Usage and Waste Generation Playbooks to promote sustainable practices within our facilities, while at the same time increasing operational efficiency and reducing costs.

As an example, leveraging the best practices outlined in our Energy Efficiency Playbook, our global teams completed 170 energy efficiency projects, potentially saving nearly 6 million kWh of energy globally.

In addition, our facilities' specifications for new construction and significant building refurbishments require the consideration of more energy efficient systems, such as heating and cooling systems, wherever practicable.

2 unchanged sentences

• How We Are Driving Sustainable Products

The automotive industry remains focused on the development of sustainable transportation solutions, particularly in light of the continued focus on climate change and environmental sustainability among governments, non-governmental organizations, consumers and other stakeholders.

This focus is increasing the expectations, and in some cases, leading to regulatory requirements, that the automotive industry reduce the carbon emissions generated by vehicles, which is expected to increase the adoption of electric vehicles in the coming years.

organizations, consumers and other stakeholders.

This focus is increasing the expectations, and in some cases, leading to regulatory requirements, that the automotive industry reduce the carbon emissions generated by vehicles.

Certain of our product offerings are designed to capitalize on these evolving regulatory requirements and consumer preferences, such as electrical distribution and connection systems and BDUs designed for high-voltage applications, providing growth opportunities for our business.

Our thermal comfort systems can increase the efficiency of a vehicle's HVAC system and, in turn, potentially facilitate an increased range for electric vehicles.

In addition, our lightweight

components and vertical integration capabilities can facilitate weight reductions and other performance efficiencies in our products, in turn enabling lower emissions and increased battery driving range.

Our customers' focus on sustainability is aligned with our efforts to develop products that are more environmentally sustainable.

These products include, without limitation, FlexAir TM , our 100% recyclable non-foam alternative, ReNew Knit TM , our sustainable sueded alternative material that is fully recyclable at its end of life and composed of 100% recycled material, and SoyFoam TM , a substitute for certain petroleum-based products.

Our ComfortFlex TM and ComfortMax Seat TM modules can increase the efficiency of a vehicle's HVAC system and, in turn, potentially facilitate an increased range for electric vehicles.

In addition, our lightweight components and vertical integration capabilities can facilitate weight reductions and other performance efficiencies in our products, in turn enabling lower emissions and increased battery driving range.

Our customers' focus on sustainability is aligned with our efforts to develop products that are more environmentally sustainable and that promote circularity in the automotive industry.

These products include, without limitation, FlexAir TM , our 100% recyclable non-foam alternative, and ReNewKnit TM , our sustainable wrap-knit textile alternative that is fully recyclable at its end of life and composed of 100% recycled material.

We are also committed to working with our suppliers and customers to source raw materials, including leather, in a sustainable manner.

8 unchanged sentences

We are especially proud of our employees' efforts to support our global communities.

Through our Operation GIVE campaign at our Southfield, Michigan headquarters, nearly $1 million in employee contributions benefited local programs focused on economic well-being, education and the environment in 2023.

Through our Operation GIVE campaign at our Southfield, Michigan headquarters, over $750,000 in employee contributions benefited local programs focused on economic well-being, education and the environment in 2024.

In addition, our teams completed numerous volunteer projects to support the global communities where we live and work.

16 unchanged sentences

Total 173,700 186,600

Our compensation and benefits strategy is designed to be competitive in the countries in which we operate to motivate our employees to perform to the best of their abilities, to achieve our objectives and to align the interests of our employees with the interests of our stakeholders.

Our compensation and benefits strategy are designed to be competitive in the countries in which we operate to motivate our employees to perform to the best of their abilities, to achieve our objectives and to align the interests of our employees with the interests of our stakeholders.

Our compensation package includes salary and both performance-based and long-term incentive programs, as appropriate for each role.

8 unchanged sentences

See Item 1A, "Risk Factors — A significant labor dispute involving us or one or more of our customers or suppliers or that could otherwise affect our operations could adversely affect our financial performance," and Part II — Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations — Forward-Looking Statements."

Ethics and Compliance

We are committed to conducting our business with integrity and in compliance with all applicable laws of the cities, states and countries in which we operate, and we have established a Code of Business Conduct and Ethics to assist employees in this regard.

In 2022, we updated our Code of Business Conduct and Ethics to include additional or enhanced sections on certain of these topics, as well as on topics such as social media, human rights, and diversity and inclusion.

We encourage employees to report concerns through a variety of channels, including a compliance and ethics toll-free number, an online form and a mobile app, each of which allows for anonymous reporting.

Our ethics and compliance team reviews every report and, when appropriate, conducts an investigation.

We also maintain an Anti-Retaliation Policy such that any employee who reports a concern in good faith is protected from harassment, retaliation or adverse employment consequences.

Employee Engagement

Launched in 2017, Together We Win ("TWW") is Lear's global employee engagement program designed to drive cultural change in our operations.

Plants advance through four segments of the program — leadership, work environment, employee involvement and team empowerment.

TWW unites manufacturing employees across the globe in aiming to achieve excellence based on key operational and employee engagement metrics, such as quality, absenteeism, health and safety performance, and operational efficiency.

Our approach towards employee engagement focuses on the employee experience through the three main chapters of the employee lifecycle:

attract and recruit, learn and grow, and perform and reward.

Champions of Lear is a recognition program that celebrates our global operations and our hourly and salaried employees who represent the best-of-the-best in our company.

Individuals, teams or plants submit an application which is reviewed by a diverse panel of judges, including Lear leadership.

Award categories honor achievements in engagement, customer appreciation, innovation, supply chain, quality, safety, operational excellence, sustainability and continuous improvement.

Health and Safety

Our health and safety programs are designed around global standards with appropriate variations to address the multiple jurisdictions and unique working environments of our manufacturing operations.

Our health and safety management system is compliant with the International Organization for Standardization ("ISO") 45001 standard, and we are currently implementing a more comprehensive program which combines ISO 14001 and 45001 requirements to improve efficiency and performance.

Our health and safety management system is compliant with the International Organization for Standardization ("ISO") 45001 standard, and we implemented a more comprehensive program which combines ISO 14001 and 45001 requirements to improve efficiency and performance.

Each of our locations performs regular safety audits to ensure that proper safety policies are in place and appropriate safety training is provided.

3 unchanged sentences

This program has been expanded globally since its inception in 2022.

Diversity, Equity and Inclusion ("DEI")

We strive to build a culture of diversity, equity and inclusion not only through our human resource policies and practices but also by actively monitoring pay equity and working to eliminate discrimination and harassment in all of its forms.

Since 2022, our employees participated in more than 200,000 hours of DEI and anti-harassment training.

In addition, our global executives and U.S.

managers at our Southfield, Michigan headquarters have completed our Connecting with Others DEI training, which helps our employees identify barriers to inclusion and learn behaviors that both promote inclusion and establish stronger connections.

Our T ogether We Belong program continues to help our employees learn to navigate difficult conversations, support our colleagues and celebrate the many facets of diversity.

In 2021, we introduced Together We Grow , a merit-based program designed to help future leaders from historically underrepresented groups build their careers at Lear.

This program provides participants with meaningful development and proactive career management.

With an emphasis on engagement and relationship building, this program continues to support our next generation of leaders, maximizing their full potential.

We are currently working to expand the program globally.

In 2023, we launched our JumpStart program, attracting mid-career professionals who had previously chosen to pause their careers for a variety of personal reasons.

Leveraging our internal referral process, we found participants that were eager to update their skills and, with support, ready to return to full-time employment.

During the 12-week program, participants receive custom onboarding, attend professional development and technical training workshops, and are assigned a job coach.

We are also proud of our six employee resource groups, representing 15 countries.

Each employee-led resource group is supported by an executive sponsor and is open to all employees, with a goal of fostering a culture where everyone in our

diverse and global workforce feels engaged, accepted and valued.

Over the last two years, the employee resource groups have held over 1,300 events, including lunch and learns, trainings, and volunteer and social activities.

Talent, Education and Development

Talent Development and Culture

We are committed to the continued development of our employees.

In 2023, we delivered more than seven million hours of safety, development, leadership, quality, continuous improvement, lean manufacturing, and ISO and IATF certification training.

In 2023, we delivered more than six million hours of safety, development, leadership, quality, continuous improvement, lean manufacturing, and ISO and IATF certification training.

We offer several professional development and leadership programs in the United States, Europe, Asia, Mexico and South America.

Our CEO Academy is our premier leadership development opportunity.

Twice per year, a select group of leaders representing diverse functions and backgrounds are invited to participate in a week-long leadership immersion event, during which each participant presents a bold business idea to help drive Lear's success.

Employee Engagement and Culture

Launched in 2017, Together We Win ("TWW") is Lear's global employee engagement program focused on driving cultural change in our operations.

Plants advance through four segments — leadership, work environment, employee involvement and team empowerment.

TWW unites manufacturing employees across the globe in achieving excellence based on key operations and employee engagement metrics, such as quality, absenteeism, health and safety performance, and operational efficiency.

Our approach towards employee engagement has evolved into an employee experience framework based on three main chapters of the employee lifecycle:

attract and recruit, learn and grow, and perform and reward.

Champions of Lear celebrates our global operations and our hourly and salaried employees who represent the best-of-the-best in our company.

Individuals, teams or plants submit an application which is reviewed by a diverse panel of judges, including Lear leadership.

Award categories honor achievements in engagement, customer appreciation, innovation, supply chain, quality, safety, operational excellence, sustainability and continuous improvement.

Our CEO Academy is our premier leadership development opportunity in which a select group of leaders representing diverse functions and backgrounds participate in a week-long leadership immersion event.

Our Together We Grow merit-based program helps diverse high-potential future leaders build their networks and careers at Lear with an emphasis on engagement and relationship development.

In 2024, we expanded programming to include cohorts in Europe and in Mexico/Honduras.

In 2023, we launched our JumpStart "returnship" program in the United States, attracting mid-career professionals who had previously chosen to pause their careers for a variety of reasons.

Leveraging our internal referral process, we identified participants that were eager to update their skills and, with support, ready to return to full-time employment.

During the 12-

week paid pilot program, participants received custom onboarding, attended professional development and technical training workshops, and were assigned a job coach.

In 2024, JumpStart expanded globally with programs in Asia, Europe/Africa, Mexico and South America.

In 2024, we enhanced our Expect Respect / Expect Inclusion anti-harassment training for our global workforce, including a significant focus on bystander intervention, equipping our employees with strategies to safely support colleagues who may be experiencing harassment.

We expect this training to be completed at all of our locations by the end of the first quarter 2025.

We are also proud of our six employee resource groups, representing 23 countries.

Each employee-led resource group is supported by an executive sponsor and is open to all employees, with a goal of fostering a culture where everyone in our diverse and global workforce feels engaged, accepted and valued.

In 2024, the employee resource groups held more than 400 events globally, including lunch and learns, trainings, and volunteer and social activities.

Ethics and Compliance

Our ethics and compliance team reviews every report and, when appropriate, conducts an investigation.

We also maintain an Anti-Retaliation Policy such that any employee who reports a concern in good faith is protected from harassment, retaliation or adverse employment consequences.

In 2024, General Motors, one of the largest automotive and light truck manufacturers in the world, accounted for 22% of our net sales.

In addition, Ford and Volkswagen each accounted for 11%, and Mercedes-Benz and Stellantis each accounted for 10%, of our 2023 net sales.

In addition, Ford, Volkswagen and Mercedes-Benz each accounted for 11% and Jaguar Land Rover and Stellantis each accounted for 9% of our 2024 net sales.

Through acquisitions and organic growth, we strive to diversify our customer base to be reflective of the evolving regional markets in which we operate.

10 unchanged sentences

In this process, we may be selected as the supplier on a new model, we may continue as the supplier on an updated model or we may lose the business on a new or updated model to a competitor.

Our core sales backlog reflects our estimated net sales over the next three years from formally awarded new programs, less lost and discontinued programs.

Our core sales backlog reflects our estimated net sales over the next two years from formally awarded new programs, less lost and discontinued programs.

This measure excludes the sales backlog at our non-consolidated joint ventures and the impact of the wind down of non-core products in our E-Systems business.

As of January 2024, our 2024 to 2026 sales backlog is $2.8 billion.

Our current sales backlog reflects $1.2 billion related to 2024, of which 58% and 42% is related to our Seating and E-Systems segments, respectively.

In addition, our 2024 to 2026 sales backlog at our non-consolidated joint ventures is approximately $650 million.

Our current sales backlog assumes volumes based on the independent industry projections of S&P Global Mobility as of December 2023 and internal estimates, a Euro exchange rate of $1.09/Euro and a Chinese renminbi exchange rate of 7.15/$.

As of February 2025, our 2025 to 2026 sales backlog is $1.3 billion.

Our current sales backlog reflects $0.2 billion related to 2025, of which 11% and 89% are related to our Seating and E-Systems segments, respectively.

In addition, our 2025 to 2026 sales backlog at our non-consolidated joint ventures is approximately $0.5 billion.

Our current sales backlog assumes volumes based on the independent industry projections of S&P Global Mobility as of January 2025 and internal estimates, a Euro exchange rate of $1.04/Euro and a Chinese renminbi exchange rate of 7.30/$.

This sales backlog is generally subject to a number of risks and uncertainties, including vehicle production volumes on new and replacement programs and foreign exchange rates, as well as the timing of production launches and changes in customer development plans.

9 unchanged sentences

However, raw material, energy, commodity, product component and labor costs can be volatile.

Although we have developed and implemented strategies to mitigate the impact of such costs, these strategies, together with commercial negotiations with our customers and suppliers, typically offset only a portion of the adverse impact.

Certain of these strategies also may limit our opportunities in a declining commodity price environment.

Certain of these strategies also may limit our opportunities in a declining price environment.

In addition, we are exposed to market risk associated with fluctuations in foreign exchange as a result of our low-cost footprint and vertical integration strategies.

4 unchanged sentences

Raw Materials

The principal raw materials used in our seat systems, electrical distribution and connection systems, BDUs and other electronic products are generally available and obtained from multiple suppliers under various types of supply agreements.

The principal raw materials used in our seat systems, electrical distribution and connection systems, BDUs and electronic controllers are generally available and obtained from multiple suppliers under various types of supply agreements.

Components such as seat trim covers, surface materials such as leather and fabric, seat mechanisms, seat foam, thermal comfort systems such as seat heating, ventilation, active cooling, pneumatic lumbar and massage products, headrests, connection systems and certain other components are either manufactured by us internally or purchased from multiple suppliers under various types of supply agreements (certain of which are sourced by our customers and certain of which are sourced by us).

17 unchanged sentences

Our other principal brands include GUILFORD ® and EAGLE OTTAWA ® .

ConfigurE+ TM seating, FlexAir TM non-foam alternative, INTU TM seating, ProTec ® active head restraints, ReNewKnit TM fabrics, SMART JUNCTION BOX TM technology, SoyFoam TM foam substitute, STRUCSURE TM systems and TeXstyle TM fabrics are some of our other trademarks used in connection with certain of our product lines.

ComfortFlex by Lear TM , ComfortMax Seat by Lear TM , ConfigurE+ TM seating, FlexAir TM non-foam alternative, INTU TM seating, ProTec ® active head restraints, ReNewKnit TM fabrics, SMART JUNCTION BOX TM technology, SoyFoam TM foam substitute and TeXstyle TM fabrics are some of our other trademarks used in connection with certain of our product lines.

Government Regulations and Environmental Matters

We are subject to a variety of federal, state, local and foreign laws and regulations, including those related to health, safety and environmental matters.

We are subject to a variety of federal, state, local and foreign laws and regulations, including those related to health, safety and, increasingly, sustainability matters.

Costs incurred to comply with these governmental regulations are not material to our capital expenditures, financial performance or competitive position.

7 unchanged sentences

See Item 1A, "Risk Factors."

Furthermore, we currently offer products that advance sustainability, such as ReNewKnit TM , FlexAir TM and SoyFoam TM , and are creating technologies that facilitate environmentally friendly transportation alternatives, such as hybrid and electric vehicles.

Furthermore, we currently offer products that advance sustainability, such as ReNewKnit TM and FlexAir TM , and are creating technologies that facilitate environmentally friendly transportation alternatives, such as hybrid and electric vehicles.

Our expertise, capabilities and environmental leadership are allowing us to expand our product offerings in this area.

20 unchanged sentences

Honduras Honduras Electrical Distribution Systems S.

United States Kyungshin-Lear Sales and Engineering LLC 49

United States / Mexico Kyungshin-Lear Sales and Engineering LLC 49

India Hyundai Transys Lear Automotive Private Limited 35

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business