What changed in this filing

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Item 1. Financial Statements

2026-08-04 compared with 2026-05-05 · 424 added, 328 removed, 623 unchanged (55% of the section changed)

1 unchanged sentence

VERSIGENT PLC

CONDENSED COMBINED STATEMENTS OF OPERATIONS (Unaudited)

Three Months Ended March 31,

(in millions)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions, except per share amounts)

Net sales $ 2,444 $ 2,206 $ 4,656 $ 4,230

10 unchanged sentences

Income before income taxes and equity income 157 130 225 250

Income tax benefit (expense) (Note 13)

Income tax expense (Note 13) ( 46 ) ( 21 ) ( 37 ) ( 50 )

Income before equity income 111 109 188 200

1 unchanged sentence

Net income 116 112 197 208

Net income attributable to noncontrolling interest 3 1

Net (loss) income attributable to noncontrolling interest ( 2 ) 5 1 6

Net income attributable to Versigent $ 118 $ 107 $ 196 $ 202

See notes to condensed combined financial statements.

Basic earnings per share:

Basic earnings per share attributable to Versigent

$ 1.66 $ 1.51 $ 2.76 $ 2.85

Weighted average number of basic shares outstanding 70.90 70.89 70.90 70.89

Diluted earnings per share:

Diluted earnings per share attributable to Versigent

$ 1.64 $ 1.51 $ 2.75 $ 2.85

Weighted average number of diluted shares outstanding 71.88 70.89 71.39 70.89

See notes to condensed consolidated financial statements.

VERSIGENT PLC

CONDENSED COMBINED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

Three Months Ended March 31,

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

8 unchanged sentences

Comprehensive income attributable to Versigent $ 126 $ 147 $ 260 $ 258

See notes to condensed combined financial statements.

See notes to condensed consolidated financial statements.

VERSIGENT PLC

CONDENSED COMBINED BALANCE SHEETS

CONDENSED CONSOLIDATED BALANCE SHEETS

2026 December 31,

2 unchanged sentences

Cash and cash equivalents $ 554 $ 276

Accounts receivable, net (Note 2)

Outside customers net of allowance for doubtful accounts of $ 17 million and $ 17 million, respectively

Related parties 116 49

Accounts receivable, net of allowance for doubtful accounts of $ 18 million and $ 17 million, respectively (Note 2)

Inventories (Note 4)

14 unchanged sentences

Accounts payable 1,666 1,530

Outside vendors 1,362 1,358

Related parties 170 172

Accrued liabilities (Note 7)

8 unchanged sentences

Commitments and contingencies (Note 12)

Net parent equity:

Net parent investment 164 1,925

Shareholders’ equity:

Preferred shares, $ 0.01 par value per share, 50,000,000 shares authorized, none issued and outstanding

Ordinary shares, $ 0.01 par value per share, 1,200,000,000 shares authorized, 70,925,978 issued and 70,815,717 outstanding as of June 30, 2026

Additional paid-in-capital 143 —

Retained earnings 118 —

Former Parent’s net investment — 1,925

Accumulated other comprehensive loss (Note 15)

( 177 ) ( 268 )

Total parent (deficit) equity ( 48 ) 1,657

Total Versigent shareholders' equity 85 1,657

Noncontrolling interest 199 191

Total invested equity 143 1,848

Total liabilities and invested equity $ 4,909 $ 4,485

See notes to condensed combined financial statements.

Total shareholders’ equity 284 1,848

Total liabilities and shareholders’ equity $ 5,359 $ 4,485

See notes to condensed consolidated financial statements.

VERSIGENT PLC

CONDENSED COMBINED STATEMENTS OF CASH FLOWS (Unaudited)

Three Months Ended March 31,

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Six Months Ended June 30,

(in millions)

4 unchanged sentences

Amortization 1 1

Amortization of deferred debt issuance costs 2 —

Restructuring expense, net of cash paid 9 13

5 unchanged sentences

Changes in operating assets and liabilities:

Accounts receivable, net - outside customers ( 195 ) ( 111 )

Accounts receivable, net - related parties 44 ( 20 )

Accounts receivable, net ( 278 ) ( 271 )

Inventories — ( 47 )

Other assets ( 77 ) ( 20 )

Accounts payable - outside vendors 37 ( 37 )

Accounts payable - related parties ( 2 ) 12

Accounts payable 169 111

Accrued and other long-term liabilities 89 56

6 unchanged sentences

Cash flows from financing activities:

Net proceeds (repayments) under short-term debt agreements - outside parties 9 ( 72 )

Net proceeds under short-term debt agreements - related parties — 12

Net proceeds (repayments) under short-term debt agreements 86 ( 132 )

Net repayments under long-term debt agreements — ( 1 )

Proceeds from issuance of senior notes and credit agreement, net of issuance costs 2,063 —

Cash distribution paid to Parent ( 1,900 ) —

Net transfers (to) from Parent ( 130 ) 39

Cash distribution paid to Former Parent ( 1,894 ) —

Net transfers (to) from Former Parent ( 47 ) 134

Dividend payments of consolidated affiliates to minority shareholders ( 4 ) —

Net cash provided by (used in) financing activities 38 ( 21 )

Taxes withheld and paid on employees' restricted share awards ( 1 ) —

Net cash provided by financing activities 203 1

Effect of exchange rate fluctuations on cash and cash equivalents ( 2 ) 15

Increase (decrease) in cash and cash equivalents 6 ( 14 )

Increase in cash and cash equivalents 278 127

Cash and cash equivalents at beginning of the period 276 201

3 unchanged sentences

Capital expenditures included in accounts payable $ 40 $ 27

See notes to condensed combined financial statements.

See notes to condensed consolidated financial statements.

VERSIGENT PLC

CONDENSED COMBINED STATEMENTS OF NET PARENT INVESTMENT (Unaudited)

Net Parent Investment Accumulated Other Comprehensive Loss Total Parent (Deficit) Equity Noncontrolling Interest Total Invested Equity

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited)

Number of Ordinary Shares Amount of Ordinary Shares Additional Paid in Capital Retained Earnings Former Parent’s Net Investment Accumulated Other Comprehensive Loss Total Versigent Shareholders’ Equity Noncontrolling Interest Total Shareholders’ Equity

2026 (in millions)

Balance at March 31, 2026 — $ — $ — $ — $ 164 $ ( 212 ) $ ( 48 ) $ 191 $ 143

Net income (loss) — — — 118 — — 118 ( 2 ) 116

Other comprehensive income — — — — — 8 8 10 18

Taxes withheld on employees' restricted share award vestings — — ( 1 ) — — — ( 1 ) — ( 1 )

Net transfers to Former Parent

— — — — ( 36 ) 27 ( 9 ) — ( 9 )

Share-based compensation — — 11 — — — 11 — 11

Cash distribution to Former Parent — — — — 6 — 6 — 6

Reclassification of Former Parent’s net investment and issuance of ordinary shares in connection with separation 71 1 133 — ( 134 ) — — — —

Balance at June 30, 2026 71 $ 1 $ 143 $ 118 $ — $ ( 177 ) $ 85 $ 199 $ 284

Balance at March 31, 2025 — $ — $ — $ — $ 2,007 $ ( 325 ) $ 1,682 $ 199 $ 1,881

Net income — — — — 107 — 107 5 112

Other comprehensive income — — — — — 40 40 1 41

Dividend payments of consolidated affiliates to minority shareholders — — — — — — — ( 22 ) ( 22 )

Share-based compensation — — — — 8 — 8 — 8

Net transfers from Former Parent — — — — 95 — 95 — 95

Balance at June 30, 2025 — $ — $ — $ — $ 2,217 $ ( 285 ) $ 1,932 $ 183 $ 2,115

See notes to condensed consolidated financial statements.

VERSIGENT PLC

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited) (Continued)

2026 (in millions)

Balance at January 1, 2026 — $ — $ — $ — $ 1,925 $ ( 268 ) $ 1,657 $ 191 $ 1,848

2 unchanged sentences

Dividend payments of consolidated affiliates to minority shareholders

— — — — — — — ( 4 ) ( 4 )

Taxes withheld on employees' restricted share award vestings — — ( 1 ) — — — ( 1 ) — ( 1 )

Net transfers from Former Parent

— — — — 17 27 44 — 44

Share-based compensation — — 11 — 8 — 19 — 19

Cash distribution to Parent ( 1,900 ) — ( 1,900 ) — ( 1,900 )

Net transfers from Parent

Balance at March 31, 2026 $ 164 $ ( 212 ) $ ( 48 ) $ 191 $ 143

Cash distribution to Former Parent

— — — — ( 1,894 ) — ( 1,894 ) — ( 1,894 )

Reclassification of Former Parent’s net investment and issuance of ordinary shares in connection with separation 71 1 133 — ( 134 ) — — — —

Balance at June 30, 2026 71 $ 1 $ 143 $ 118 $ — $ ( 177 ) $ 85 $ 199 $ 284

Balance at January 1, 2025 — $ — $ — $ — $ 1,865 $ ( 341 ) $ 1,524 $ 198 $ 1,722

1 unchanged sentence

Other comprehensive income — — — — — 56 56 1 57

Dividend payments of consolidated affiliates to minority shareholders — — — — — — — ( 22 ) ( 22 )

Net transfers from Former Parent — — — — 134 — 134 — 134

Share-based compensation — — — — 16 — 16 — 16

Net transfers from Parent 39 — 39 — 39

Balance at March 31, 2025 $ 2,007 $ ( 325 ) $ 1,682 $ 199 $ 1,881

See notes to condensed combined financial statements.

Balance at June 30, 2025 — $ — $ — $ — $ 2,217 $ ( 285 ) $ 1,932 $ 183 $ 2,115

See notes to condensed consolidated financial statements.

VERSIGENT PLC

NOTES TO CONDENSED COMBINED FINANCIAL STATEMENTS (Unaudited)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

BUSINESS AND BASIS OF PRESENTATION

The separation — On January 22, 2025, Aptiv PLC (“Aptiv” or the “Parent”) announced its intention to separate its Electrical Distribution Systems business by means of a Spin-Off (the “Separation” or “Spin-Off”).

The separation — On January 22, 2025, Aptiv PLC (“Aptiv” or the “Former Parent”) announced its intention to separate its Electrical Distribution Systems business by means of a Spin-Off (the “Separation” or “Spin-Off”).

On April 1, 2026 (the “Distribution Date”), the Spin-Off, which created Versigent PLC (“Versigent,” the “Company,” “we,” “us” or “our”), was completed in the form of a distribution of all of the ordinary shares of Versigent to holders of Aptiv’s ordinary shares on a pro rata basis.

Each holder of record of Aptiv ordinary shares received one of our ordinary shares for every three Aptiv ordinary shares held on March 17, 2026 (the “Record Date”).

Each holder of record of Aptiv ordinary shares received one Versigent ordinary share for every three Aptiv ordinary shares held on March 17, 2026 (the “Record Date”).

In lieu of fractional shares of Versigent, stockholders of the Company received cash.

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With a proven portfolio of solutions, we expect to leverage our long-standing customer relationships, technical expertise within power, data and signal distribution, and capabilities built serving the global automotive industry to further penetrate these adjacent markets.

Prior to the Spin-Off, the Company was comprised of operations conducted at legal entities which were directly or indirectly wholly-owned by Aptiv, the ultimate parent of Versigent.

Basis of presentation — These condensed combined unaudited interim financial statements (the “combined financial statements”) have been prepared in accordance with United States generally accepted accounting principles (“U.S.

GAAP”) and reflect the combined historical results of the operations, financial position and cash flows of Versigent.

All adjustments, consisting of only normal recurring items, which are necessary for a fair presentation, have been included.

These combined financial statements should be read in conjunction with the audited combined financial statements, corresponding notes, and significant accounting policies included within the Company’s Information Statement furnished with the Company’s Registration Statement on Form 10-12B/A filed on March 6, 2026.

The Company operates its business as a single reportable segment, which includes LV and HV architectures.

Prior to the Separation, Versigent operated as part of the Parent and not as a standalone company.

The combined financial statements have been derived from the Parent’s historical accounting records and are presented on a carve-out basis.

All revenues and costs as well as assets and liabilities directly associated with the business activity of the Company are included as a component of the combined financial statements.

The combined financial statements also include allocations of certain general, administrative, sales and marketing expenses and cost of sales provided by the Parent to Versigent and allocations of related assets, liabilities, and the Parent’s investment, as applicable.

The allocations have been determined on a reasonable basis;

however, the amounts are not necessarily representative of the amounts that would have been reflected in the financial statements had the Company been an entity that operated independently of the Parent.

Prior to the Spin-Off, the Company was comprised of operations conducted at legal entities which were directly or indirectly wholly-owned by the Former Parent.

Basis of presentation — Prior to the Spin-Off on April 1, 2026, the historical financial statements of Versigent were prepared on a stand-alone combined basis and were derived from the Former Parent’s consolidated financial statements and accounting records as if the Electrical Distribution Systems segment of the Former Parent had been part of Versigent for all periods presented.

Accordingly, for periods presented prior to April 1, 2026, our financial statements are presented on a combined basis and the periods subsequent to April 1, 2026 are presented on a consolidated basis (all periods hereinafter are referred to as the “consolidated financial statements”).

The Company’s historical financial statements for periods prior to April 1, 2026 reflect an allocation of expenses related to certain corporate functions of the Former Parent, including senior management, legal, human resources, finance and accounting, treasury, information technology services and support, cash management, payroll processing, pension and benefit administration and other shared services.

These costs were allocated using methodologies that management believes were reasonable for the item being allocated.

Allocation methodologies included direct usage when identifiable, as well as the Company’s relative share of revenues, headcount or functional spend as a percentage of the total.

However, the allocations are not indicative of the actual expenses that would have been incurred had the Company operated as a stand-alone publicly-traded company for the periods presented.

Accordingly, the historical financial information presented for periods prior to April 1, 2026 may not be indicative of the results of operations or financial position that would have been achieved if Versigent had been a stand-alone publicly-traded company during the periods shown or of the Company’s performance for periods subsequent to April 1, 2026.

Related party allocations are further described in Note 3.

Related-Party Transactions.

Prior to the Separation, Versigent depended on the Parent for all of its working capital and financing requirements, as the Parent used a centralized approach to cash management and financing of its operations, including the use of a global cash pooling arrangement.

Accordingly, cash and cash equivalents held by the Parent at the corporate level were not attributable to Versigent for any of the periods presented.

Only cash amounts specifically attributable to Versigent are reflected in the accompanying combined financial statements.

Financing transactions related to the Company are accounted for as a component of Net parent investment in the combined balance sheets and as a financing activity on the accompanying combined statements of cash flows.

Third-party debt obligations of the Parent and the corresponding interest costs related to those debt obligations, specifically those that relate to senior notes, term loans and revolving credit facilities, have not been attributed to Versigent, as Versigent was not the legal obligor of such debt obligations.

The only third-party debt obligations included in the combined balance sheets are those for which the legal obligor is a legal entity within Versigent.

None of the Company’s assets were pledged as collateral under the Parent’s debt obligations as of March 31, 2026 and December 31, 2025.

As the Company was composed of certain Aptiv wholly-owned legal entities and certain components of other legal entities in which Versigent operated in conjunction with other Aptiv businesses, Net parent equity is shown in lieu of shareholders’ equity in the combined financial statements.

Net parent investment represents the cumulative investment by the Parent in the Company through the dates presented, inclusive of operating results.

Balances between Versigent and the Parent that were not historically settled in cash are included in Net parent investment.

All significant transactions between the Company and the Parent have been included in the accompanying combined financial statements.

Transactions with the Parent are reflected in the accompanying combined statements of net parent investment as Net transfers (to) from Parent, and in the accompanying combined balance sheets within Net parent investment.

All significant intercompany accounts and transactions between the businesses comprising the Company have been eliminated in the accompanying combined financial statements.

Prior to the Separation, Versigent depended on the Former Parent for all of its working capital and financing requirements, as the Former Parent used a centralized approach to cash management and financing of its operations, including the use of a global cash pooling arrangement.

Accordingly, cash and cash equivalents held by the Former Parent at the corporate level were not attributable to Versigent for any of the periods presented prior to the Spin-Off.

Only cash amounts specifically attributable to Versigent are reflected in the accompanying consolidated financial statements.

Financing transactions related to the Company during periods prior to the Spin-Off are accounted for as a component of Former Parent’s

net investment in the consolidated balance sheets and as a financing activity in the accompanying consolidated statements of cash flows.

Third-party debt obligations of the Former Parent and the corresponding interest costs related to those debt obligations, specifically those that relate to senior notes, term loans and revolving credit facilities, have not been attributed to Versigent, as Versigent was not the legal obligor of such debt obligations.

The only third-party debt obligations included in the consolidated balance sheets are those for which the legal obligor is a legal entity within Versigent.

None of the Company’s assets were pledged as collateral under the Former Parent’s debt obligations for any periods presented.

Prior to April 1, 2026, all intercompany transactions between the Company and the Former Parent were considered to be effectively settled in the historical financial statements at the time the transactions were recorded.

As a result, the total net effect of the settlement of these intercompany transactions was reflected in the consolidated statements of cash flows as a financing activity and in the consolidated balance sheets as Former Parent’s net investment.

As of April 1, 2026, outstanding transactions between Versigent and the Former Parent are reflected in the consolidated balance sheet outside of Former Parent’s net investment.

In connection with the Spin-Off, the Former Parent’s net investment was reclassified within shareholders’ equity and allocated between ordinary shares and additional paid-in capital based on the number of our ordinary shares outstanding at the distribution date.

The unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S.

GAAP”) and should be read in conjunction with the audited consolidated financial statements, corresponding notes, and significant accounting policies included within the Company’s Information Statement furnished with the Company’s Registration Statement on Form 10-12B/A filed on March 6, 2026.

All adjustments, consisting of only normal recurring items, which are necessary for a fair presentation, have been included.

SIGNIFICANT ACCOUNTING POLICIES

Principles of combination —The combined financial statements include the accounts of Versigent’s U.S.

Principles of consolidation —The consolidated financial statements include the accounts of Versigent’s U.S.

subsidiaries and operations in which the Company holds a controlling interest.

The combined financial statements include certain assets and liabilities that have historically been held at the Parent level but are specifically identifiable or otherwise attributable to Versigent.

All significant intercompany transactions and accounts within the Company’s combined businesses have been eliminated.

All intercompany transactions between the Company and the Parent have been included in these combined financial statements as Net parent investment.

Expenses related to corporate allocations from the Parent to the Company are considered to be effectively settled for cash in the combined financial statements at the time the transaction is recorded.

In addition, transactions between the Company and the Parent’s other subsidiaries have been classified as related party, rather than intercompany, transactions within the combined financial statements.

During the three months ended March 31, 2026, Versigent received dividends of $ 2 million from its equity method investments.

No dividends were received from equity method investments during the three months ended March 31, 2025.

The dividends were recognized as a reduction to the investment and represented a return on investment included in cash flows from operating activities.

The Company monitors its investments in affiliates for indicators of other-than-temporary declines in value on an ongoing basis.

If the Company determines that such a decline has occurred, an impairment loss is recorded, which is measured as the difference between carrying value and estimated fair value.

Estimated fair value is generally determined using an income approach based on discounted cash flows or negotiated transaction values.

Use of estimates —The preparation of the combined financial statements in conformity with U.S.

Intercompany transactions and accounts within the Company’s consolidated businesses have been eliminated.

Use of estimates —The preparation of the consolidated financial statements in conformity with U.S.

GAAP requires the use of estimates and assumptions that affect amounts reported therein.

Generally, matters subject to estimation and judgment include amounts related to accounts receivable realization, inventory obsolescence, asset impairments, useful lives of intangible and fixed assets, deferred tax asset valuation allowances, income taxes, pension benefit plan assumptions, accruals related to litigation, warranty costs, environmental remediation costs, worker’s compensation accruals and healthcare accruals.

Generally, matters subject to estimation and judgment include amounts related to accounts receivable realization, inventory obsolescence, asset impairments, useful lives of intangible and fixed assets, deferred tax asset valuation allowances, income taxes, pension benefit plan assumptions, accruals related to litigation, warranty costs, restructuring costs, environmental remediation costs, worker’s compensation accruals and healthcare accruals.

Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based upon amounts that differ from those estimates.

7 unchanged sentences

From time to time, Versigent enters into pricing agreements with its customers that provide for price reductions on production parts, some of which are conditional upon achieving certain joint cost saving targets, which are accounted for as variable consideration.

order and requires estimation, the Company records consideration at the most likely amount that the Company expects to be entitled to based on historical experience and input from customer negotiations.

In these instances, revenue is recognized based on the agreed-upon price at the time of shipment if available, or in the event the Company concludes that a portion of the revenue for a given part may vary from the purchase order and requires estimation, the Company records consideration at the most likely amount that the Company expects to be entitled to based on historical experience and input from customer negotiations.

Sales incentives and allowances are recognized as a reduction to revenue at the time of the related sale.

9 unchanged sentences

Cash and cash equivalents —Cash and cash equivalents are defined as short-term, highly liquid investments with original maturities of three months or less, for which the book value approximates fair value.

The cash and cash equivalents presented in the combined balance sheets represents amounts specifically attributable to Versigent.

Accounts receivable —Versigent exchanges certain amounts of accounts receivable, primarily in the Asia Pacific region, for bank notes with original maturities greater than three months.

The collection of such bank notes are included in operating cash flows based on the substance of the underlying transactions, which are operating in nature.

Bank notes held by the Company with original maturities of three months or less are classified as cash and cash equivalents within the combined balance sheets, and those with original maturities of greater than three months are classified as notes receivable within other current assets.

Bank notes held by the Company with original maturities of three months or less are classified as cash and cash equivalents within the consolidated balance sheets, and those with original maturities of greater than three months are classified as notes receivable within other current assets.

The Company may hold such bank notes until maturity, exchange them with suppliers to settle liabilities, or sell them to third-party financial institutions in exchange for cash.

6 unchanged sentences

The Company may also employ collection agencies and legal counsel to pursue recovery of defaulted receivables, if necessary.

Versigent primarily utilizes historical loss and recovery data, combined with information on current economic conditions and reasonable and supportable forecasts to develop the estimate of the allowance for doubtful accounts in accordance with ASC Topic 326, Financial Instruments – Credit Losses (“ASC 326”).

As of March 31, 2026 and December 31, 2025, the Company reported $ 1,829 million and $ 1,567 million, respectively, of accounts receivable, net of the allowances, which includes the allowance for doubtful accounts of $ 17 million for each period.

Bad debt expense was de minimis during the three months ended March 31, 2026.

During the three months ended March 31, 2025, the Company recorded bad debt expense of $ 7 million, primarily related to a certain local customer that ceased operations in China.

Other changes in the allowance were no t material for the quarter ended March 31, 2025.

Versigent primarily utilizes historical loss and recovery data, consolidated with information on current economic conditions and reasonable and supportable forecasts to develop the estimate of the allowance for doubtful accounts in accordance with ASC Topic 326, Financial Instruments – Credit Losses (“ASC 326”).

As of June 30, 2026 and December 31, 2025, the Company reported $ 1,877 million and $ 1,567 million, respectively, of accounts receivable, net of the allowances, which includes the allowance for doubtful accounts of $ 18 million and $ 17 million, respectively.

The Company recorded bad debt expense which was de minimis for the three and six months ended June 30, 2026.

Bad debt expense was de minimis and $ 6 million for the three and six months ended June 30, 2025, respectively.

The expense recorded during the six-month period was primarily related to a certain local customer that ceased operations in China.

Other changes in the allowance were no t material for the three and six months ended June 30, 2026 and June 30, 2025.

Generally, the Company does not require collateral for its accounts receivable.

Inventories —As of March 31, 2026 and December 31, 2025, inventories are stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value, including direct material costs and direct and indirect manufacturing costs.

Inventories —As of June 30, 2026 and December 31, 2025, inventories are stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value, including direct material costs and direct and indirect manufacturing costs.

Refer to Note 4.

3 unchanged sentences

In some instances, supplier rebates are received in conjunction with or concurrent with the negotiation of future purchase agreements and these amounts are amortized over the prospective agreement period as purchases are made.

Intangible assets —Intangible assets were $ 7 million as of March 31, 2026 and December 31, 2025.

Intangible assets —Intangible assets were $ 6 million and $ 7 million as of June 30, 2026 and December 31, 2025, respectively.

The Company amortizes definite-lived intangible assets over their estimated useful lives.

1 unchanged sentence

Costs to renew or extend the term of acquired intangible assets are recognized as expense as incurred.

Amortization expense was $ 1 million and de minimis for the three months ended March 31, 2026 and 2025, respectively.

Amortization expense was de minimis and $ 1 million for the three months ended June 30, 2026 and 2025, respectively.

Amortization expense was $ 1 million for both the six months ended June 30, 2026 and 2025.

Warranty and product recalls —Expected warranty costs for products sold are recognized at the time of sale of the product based on an estimate of the amount that eventually will be required to settle such obligations.

These accruals are based on factors such as past experience, production changes, industry developments and various other considerations.

product recalls, which may include the cost of the product being replaced as well as the customer’s cost of the recall, including labor to remove and replace the recalled part, are accrued as part of our warranty accrual at the time an obligation becomes probable and can be reasonably estimated.

Costs of product recalls, which may include the cost of the product being replaced as well as the customer’s cost of the recall, including labor to remove and replace the recalled part, are accrued as part of our warranty accrual at the time an obligation becomes probable and can be reasonably estimated.

These estimates are adjusted from time to time based on facts and circumstances that impact the status of existing claims.

1 unchanged sentence

Warranty Obligations for additional information.

Income taxes — The Company’s domestic and foreign operating results were included in the income tax returns of the Parent, and the Company accounted for income taxes under the separate return method.

Under this approach, the Company determined its deferred tax assets and liabilities and related tax expense as if it were filing separate tax returns.

Income taxes — Prior to the Spin-Off, Versigent was included in the consolidated U.S.

federal, state and foreign income tax returns of the Former Parent, where eligible.

Accordingly, we adopted the separate return method in preparing a provision for income taxes for the periods prior to the Spin-Off.

The calculation of income taxes on a separate return basis requires considerable judgment and use of both estimates and allocations.

As a result, our provision for income taxes and deferred tax assets and liabilities reflected in our financial statements prior to the Spin-Off was estimated as if we were a separate taxpayer.

Following the Spin-Off, Versigent will file tax returns independently and our provision for income taxes is prepared on a stand-alone basis.

Deferred tax assets and liabilities reflect temporary differences between the amount of assets and liabilities for financial and tax reporting purposes.

12 unchanged sentences

dollars at end-of-period currency exchange rates.

The combined statements of operations of non-U.S.

The consolidated statements of operations of non-U.S.

subsidiaries are translated to U.S.

7 unchanged sentences

Also included in cost of sales are gains and losses arising from transactions denominated in a currency other than the functional currency of a particular entity.

Net foreign currency transaction gains of $ 4 million and losses of $ 2 million were included in the combined statements of operations for the three months ended March 31, 2026, and 2025, respectively.

Net foreign currency transaction losses of $ 2 million and losses of $ 10 million were included in the consolidated statements of operations for the three months ended June 30, 2026 and 2025, respectively.

Net foreign currency transaction gains of $ 2 million and losses of $ 12 million were included in the consolidated statements of operations for the six months ended June 30, 2026, and 2025, respectively.

Restructuring —The Company continually evaluates alternatives to align the business with the changing needs of its customers and to lower operating costs.

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All other exit costs are expensed as incurred.

Restructuring costs may be based on estimates which are adjusted from time to time as new events happen or additional information is obtained.

Refer to Note 9.

1 unchanged sentence

Customer concentrations —We sell our products and services to the major global OEMs in every region of the world.

Our ten largest customers accounted for approximately 80 % of our total net sales for the three months ended March 31, 2026, and 2025.

For the three months ended March 31, 2026, three customers each accounted for more than 10% of our consolidated net sales at 18 %, 17 % and 13 %, respectively.

For the three months ended March 31, 2025, three customers each accounted for more than 10% of our consolidated net sales at 18 %, 15 % and 11 %, respectively.

Our ten largest customers accounted for approximately 83 % and 81 % of our total net sales for the three and six months ended June 30, 2026, respectively.

For the three months ended June 30, 2026, three customers each accounted for more than 10% of our consolidated net sales at 20 %, 18 % and 14 %, respectively.

For the six months ended June 30, 2026, the three customers accounted for 18 %, 18 % and 14 % of consolidated net sales, respectively.

For the three and six months ended June 30, 2025, our ten largest customers accounted for approximately 79 % and 80 % of our total net sales, respectively.

For the three and six months ended June 30, 2025, three customers each accounted for more than 10% of our consolidated net sales at 19 %, 14 % and 12 %, respectively.

Derivative financial instruments —All derivative instruments are required to be reported on the balance sheet at fair value unless the transactions qualify and are designated as normal purchases or sales.

Changes in fair value are reported currently through earnings unless they meet hedge accounting criteria.

Prior to the Spin-Off, the Company participated in Aptiv’s hedging program, and the Company was allocated a portion of the impact from those activities.

Aptiv managed our exposure to risks arising from business operations and economic factors, including fluctuations in interest rates and foreign currencies.

In connection with the Spin-Off, Aptiv novated certain foreign currency and commodity forward contracts as well as foreign currency options to Versigent.

As a result of the novations, Versigent recorded $ 97 million within accumulated other comprehensive loss during the first quarter of 2026.

Following the Separation, the Company will directly manage exposure to risks arising from business operations and economic factors, including fluctuations in interest rates and foreign currencies.

Prior to the Spin-Off, the Company participated in the Former Parent’s hedging program, and the Company was allocated a portion of the impact from those activities.

The Former Parent managed our exposure to risks arising from business operations and economic factors, including fluctuations in interest rates and foreign currencies.

In connection with the Spin-Off, The Former Parent novated certain foreign currency and commodity forward contracts as well as foreign currency options to Versigent.

As a result of the novations, Versigent recorded a $ 97 million gain within accumulated other comprehensive loss during the first quarter of 2026.

Following the Separation, the Company directly manages exposure to risks arising from business operations and economic factors, including fluctuations in interest rates and foreign currencies.

Exposure to fluctuations in currency exchange rates and certain commodity prices are managed by entering into a variety of forward and option contracts and swaps with various counterparties.

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All other commodity derivative contracts that are not designated as hedges are either marked to market on a current basis or are exempted from mark to market accounting as normal purchases.

At March 31, 2026 and December 31, 2025, the Company’s exposure to movements in interest rates was not hedged with derivative instruments.

At June 30, 2026 and December 31, 2025, the Company’s exposure to movements in interest rates was not hedged with derivative instruments.

Refer to Note 16.

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subsidiaries sponsor defined-benefit pension plans, which generally provide benefits based on negotiated amounts for each year of service.

In the fourth quarter of 2025, in advance of the Spin-Off, certain plans that were previously sponsored by Aptiv and included Versigent employees as well as employees of other Aptiv subsidiaries (the “Shared Plans”) were legally split and allocated to the Company.

In the fourth quarter of 2025, in advance of the Spin-Off, certain plans that were previously sponsored by the Former Parent and included Versigent employees as well as employees of other Former Parent subsidiaries (the “Shared Plans”) were legally split and allocated to the Company.

Prior to the legal separation and transfer, under the guidance in ASC 715, Compensation—Retirement Benefits , the Company accounted for the Shared Plans as multiemployer plans, and accordingly the Company did not record an asset or liability to recognize the funded status of the Shared Plans.

The related pension and other post-employment expenses of the Shared Plans were charged to Versigent based on the service cost of active participants.

These expenses were funded through intercompany transactions with Aptiv that are reflected within the Net parent investment in the combined financial statements.

Following the legal separation and transfer of these plans to the Company, the Company accounts for these plans as single-employer plans.

In addition, beginning in the fourth quarter of 2025, liabilities related to inactive employees in Germany under an Aptiv-sponsored plan that had not yet legally transferred to the Company due to regulatory reasons were attributed to the Company.

Prior to completion of the legal transfer, Aptiv will pay the benefits due to these inactive employees on behalf of Versigent and Versigent will reimburse Aptiv.

These liabilities are expected to be legally transferred in 2026.

In addition, beginning in the fourth quarter of 2025, liabilities related to inactive employees in Germany under a Former Parent-sponsored plan that had not yet legally transferred to the Company due to regulatory reasons were attributed to the Company.

Prior to completion of the legal transfer, the Former Parent will pay the benefits due to these inactive employees on behalf of Versigent and Versigent will reimburse the Former Parent.

These liabilities are expected to be legally transferred by the end of 2026.

Refer to Note 11.

Pension Benefits for additional information.

Net parent investment —The Net parent investment account includes the accumulation of the Company’s historical earnings, dividend payments, and other transactions between the Company and the Parent.

Recently adopted accounting pronouncements —Versigent adopted ASU 2025-05, Financial Instruments—Credit Losses (Topic 326):

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The amendments in this update provide a practical expedient for estimating credit losses for current accounts receivable and current contract assets that arise from transactions accounted for in accordance with ASC Topic 606, Revenue from Contracts with Customers .

The adoption of this guidance did not have a significant impact on the Company’s combined financial statements.

Versigent adopted ASU 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60):

Recognition and Initial Measurement in the first quarter of 2025.

The amendments in this update require a joint venture to initially recognize all contributions received at fair value upon formation.

The new guidance is applicable to joint venture entities with a formation date on or after January 1, 2025 and is to be applied prospectively.

As the Company did not have any applicable joint venture formations during the year ended 2025 and first quarter of 2026, there was no impact to the Company’s combined financial statements upon adoption.

The adoption of this guidance will be applied to any applicable joint venture formations that occur in future periods.

Versigent adopted ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures in the first quarter of 2025.

The amendments in this update require public entities to disclose specific categories in the effective tax rate reconciliation, as well as additional information for reconciling items that exceed a quantitative threshold.

The amendments also require all entities to disclose income taxes paid disaggregated by federal, state and foreign taxes, and further disaggregated for specific jurisdictions that exceed 5% of total income taxes paid, among other expanded disclosures.

The adoption of this

guidance is only applicable to annual disclosures and resulted in incremental disclosures in the Company’s combined financial statements.

Recently issued accounting pronouncements not yet adopted —In December 2025, the FASB issued ASU 2025-12, Codification Improvements.

The amendments in this update address changes to the Codification that clarify, correct errors and make minor improvements, making the Codification easier to understand and apply.

The new guidance will be applied prospectively and is effective for fiscal years beginning after December 15, 2026, and interim periods within those annual reporting periods, with the option to apply retrospectively.

Early adoption is permitted.

The adoption of this guidance is not expected to have a significant impact on the Company’s combined financial statements.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270):

The adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements.

Recently issued accounting pronouncements not yet adopted — In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements .

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Early adoption is permitted.

The adoption of this guidance is not expected to have a significant impact on the Company’s combined financial statements.

The adoption of this guidance is not expected to have a significant impact on the Company’s consolidated financial statements.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832):

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Early adoption is permitted.

The Company is currently evaluating the impact that the adoption of this guidance will have on its combined financial statements.

The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.

In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815):

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Early adoption is permitted.

The Company is currently evaluating the impact that the adoption of this guidance will have on its combined financial statements.

In September 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606):

Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract.

The amendments in this update exclude from derivative accounting non exchange-traded contracts with underlyings that are based on operations or activities specific to one of the parties to the contract.

The amendments also provide clarification for share-based payments from a customer in a revenue contract.

Early adoption is permitted.

The adoption of this guidance is not expected to have a significant impact on the Company’s combined financial statements.

The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

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Early adoption is permitted.

The adoption of this guidance is not expected to have a significant impact on the Company’s combined financial statements.

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity.

The amendments in this update clarify guidance for identifying the accounting acquirer in business combination effected primarily by exchanging equity interests when the legal acquiree is a variable interest entity that meets the definition of a business.

The new guidance will be applied prospectively and is effective for fiscal years beginning after December 15, 2026 and interim periods within those annual reporting periods.

Early adoption is permitted.

The adoption of this guidance is not expected to have a significant impact on the Company’s combined financial statements.

The adoption of this guidance is not expected to have a significant impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

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The amendments in this update require public entities to disclose, on an annual and interim basis, disaggregated information about certain income statement expenses, including purchases of inventory, employee compensation, depreciation, intangible asset amortization and depletion, that are included in each relevant income statement expense line item.

The amendments also require qualitative descriptions of

the amounts remaining in relevant expense line items not separately disaggregated quantitatively.

The amendments also require qualitative descriptions of the amounts remaining in relevant expense line items not separately disaggregated quantitatively.

Certain amounts already disclosed under existing U.S.

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Early adoption is permitted.

The adoption of this guidance is expected to result in incremental disclosures in the Company’s combined financial statements.

The adoption of this guidance is expected to result in incremental disclosures in the Company’s consolidated financial statements.

The Company considers the applicability and impact of all ASUs issued by the Financial Accounting Standards Board.

Other recently issued accounting pronouncements are not expected to have a significant impact or are not relevant to the Company’s condensed consolidated financial statements.

RELATED-PARTY TRANSACTIONS

The Company has historically operated as part of the Parent and not as a standalone company.

Accordingly, the Parent has allocated certain account balances and costs to the Company that are reflected within these combined financial statements.

Management considers the allocation methodologies used by the Parent to be reasonable and to appropriately reflect the related expenses attributable to the Company for purposes of the carve-out financial statements;

however, the expenses reflected in these financial statements may not be indicative of the actual expenses that would have been incurred during the periods presented if the Company had operated as a separate standalone entity.

In addition, the expenses reflected in the financial statements may not be indicative of expenses the Company will incur in the future.

Actual costs that would have been incurred if the Company had been a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including the Company’s capital structure, information technology and infrastructure.

As described in Note 1.

Business and Basis of Presentation, the Company participated in a global cash pooling arrangement operated by the Parent and certain of its subsidiaries, whereby cash generated by the Company was managed by Aptiv.

This arrangement managed the working capital needs of the Company.

The majority of the Company’s cash was transferred to Aptiv, and Aptiv funded the Company’s operating and investing activities as necessary.

The cumulative net transfers related to these transactions are recorded in Net parent investment in the combined financial statements.

In connection with the Spin-Off, the Company paid a dividend of $ 1,900 million to the Parent.

Pursuant to the Spin-Off, the Former Parent ceased to be a related party to the Company and accordingly, no related party transactions or balances have been reported subsequent to April 1, 2026.

The Company entered into a number of agreements with the Former Parent to govern the Spin-Off and provide a framework for the relationship between the parties going forward, including a Transition Services Agreement, a Tax Matters Agreement and an Employee Matters Agreement.

In connection with the Spin-Off, the Company paid a dividend of $ 1,894 million to the Former Parent.

The following discussion summarizes activity between the Company and the Former Parent that occurred prior to the completion of the Spin-Off.

Related Party Sales and Purchases

In the ordinary course of business, the Company enters into transactions with the Parent and certain of its subsidiaries for the sale or purchase of goods.

Net sales of products from Versigent to uncombined Aptiv affiliates totaled $ 2 million and $ 1 million for the three months ended March 31, 2026 and 2025, respectively.

Total purchases from uncombined Aptiv affiliates totaled $ 192 million and $ 186 million for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026 and December 31, 2025, the net amount due to uncombined Aptiv affiliates was $ 54 million and $ 123 million, respectively.

Prior to the Spin-Off, in the ordinary course of business, the Company entered into transactions with the Former Parent and certain of its subsidiaries for the sale or purchase of goods.

Subsequent to the Spin-Off, transactions with the Former Parent and its affiliates represent third-party transactions.

Prior to the Spin-Off, net sales of products from Versigent to affiliates of the Former Parent totaled $ 2 million for the three months ended March 31, 2026.

Net sales of products from Versigent to affiliates of the Former Parent were de minimis and $ 1 million for the three and six months ended June 30, 2025, respectively.

Prior to the Spin-Off, total purchases from affiliates of the Former Parent totaled $ 192 million for the three months ended March 31, 2026.

Total purchases from affiliates of the Former Parent totaled $ 201 million and $ 387 million for the three and six months ended June 30, 2025, respectively.

As of December 31, 2025, $ 49 million is included within Accounts receivable, net related to amounts due from affiliates of the Former Parent and $ 172 million is included within Accounts payable related to amounts due to affiliates of the Former Parent.

These amounts were previously separately presented as related party balances within the consolidated financial statements for periods prior to the Spin-Off.

Allocations of Costs Prior to the Spin-Off

The Company had certain services and functions provided to it by the Parent.

Prior to the Spin-Off, the Company had certain services and functions provided to it by the Former Parent.

These services and functions included, but were not limited to, senior management, legal, human resources, finance and accounting, treasury, information technology services and support, cash management, payroll processing, pension and benefit administration and other shared services.

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Allocation methodologies included direct usage when identifiable, as well as the Company’s relative share of revenues, headcount or functional spend as a percentage of the total.

The total costs for services and functions allocated to the Company from the Parent were as follows for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

The total costs for services and functions allocated to the Company from the Former Parent for periods prior to the Spin-Off were as follows:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 (1)

(in millions)

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Selling, general and administrative — 78 80 156

Total allocated costs from Parent $ 93 $ 97

Net Parent Investment

Net parent investment in the combined financial statements represents Aptiv’s historical investment in the Company, the net effect of transactions with, and allocations from, Aptiv, as well as Versigent’s accumulated earnings and other comprehensive income (loss).

Net transfers with the Parent are included within Net parent investment.

The components of Net transfers (to) from Parent were as follows:

Three Months Ended March 31,

Restructuring — 1 — 1

Total allocated costs from Former Parent $ — $ 116 93 213

(1) All amounts incurred prior to the April 1, 2026 Spin-Off.

Former Parent’s Net Investment

Former Parent’s net investment in the consolidated financial statements represents the Former Parent’s historical investment in the Company, the net effect of transactions with, and allocations from, the Former Parent, as well as Versigent’s accumulated earnings and other comprehensive income (loss).

Net transfers (to) from the Former Parent are included within Former Parent’s net investment in the consolidated financial statements.

The components of net transfers (to) from Former Parent were as follows:

Six Months Ended June 30,

(in millions)

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Income taxes (1) ( 7 ) ( 32 )

Net transfers (to) from Parent per combined statements of cash flows ( 130 ) 39

Transfer of net assets with Parent 19 —

Related party receivables exchanged with Parent 111 —

Deferred and non-cash taxes settled with Parent through net parent investment (1) 53 —

Net transfers from Parent per combined statements of net parent investment $ 53 $ 39

(1) Represents non-cash income tax impacts incurred in the respective period as a result of the application of the separate return basis with respect to the income tax provision and related balance sheet accounts within the combined financial statements, as further described in Note 13.

Income Taxes, as well as taxes paid by the Parent.

Net transfers (to) from Former Parent per consolidated statements of cash flows ( 47 ) 134

Transfer of net assets with Former Parent ( 17 ) —

Related party receivables exchanged with Former Parent 28 —

Deferred and non-cash taxes settled with Former Parent through Former Parent's net investment (1) 53 —

Net transfers from Former Parent per consolidated statements of shareholders' equity (2) $ 17 $ 134

(1) Represents non-cash income tax impacts incurred in the respective period as a result of the application of the separate return basis with respect to the income tax provision and related balance sheet accounts within the consolidated financial statements, as further described in Note 13.

Income Taxes, as well as taxes paid by the Former Parent.

(2) Net transfers (to) from Former Parent per consolidated statements of shareholders’ equity was $( 36 ) million and $ 95 million for the three months ended June 30, 2026 and 2025, respectively.

Inventories are stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value, including direct material costs and direct and indirect manufacturing costs.

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(in millions)

Derivative financial instruments (Note 15) $ 81 $ —

Value added tax receivable $ 104 $ 65

Derivative financial instruments (Note 16) 96 —

Notes receivable 51 —

Income and other taxes receivable 34 40

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Reimbursable engineering costs 12 12

Deposits to vendors 8 1

Capitalized upfront fees (Note 20) 5 7

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Capitalized upfront fees (Note 20) $ 25 $ 26

Reimbursable engineering costs 21 20

Income and other taxes receivable 19 19

Derivative financial instruments (Note 16) 20 —

Reimbursable engineering costs 19 20

Debt issuance costs 9 —

Deposits to vendors 5 5

Value added tax receivable 1 1

Income and other taxes receivable 3 19

Total $ 128 $ 109

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Equity Method Investments

As part of Versigent’s operations, it has investments in two non-combined affiliates accounted for under the equity method of accounting.

As part of Versigent’s operations, it has investments in two non-consolidated affiliates accounted for under the equity method of accounting.

These affiliates are not publicly traded companies and are located in North America and Asia Pacific.

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(of which Versigent owns approximately 40 %).

The Company’s aggregate investments in affiliates was $ 142 million and $ 143 million as of March 31, 2026 and December 31, 2025, respectively.

Dividends of $ 2 million for the three months ended March 31, 2026 have been received from these non-combined affiliates.

There were no dividends received from these non-combined affiliates for the three months ended March 31, 2025.

There were no impairment charges recorded for the three months ended March 31, 2026 and 2025.

The Company’s aggregate investments in affiliates was $ 149 million and $ 143 million as of June 30, 2026 and December 31, 2025, respectively.

No dividends were received from non-consolidated affiliates for the three months ended June 30, 2026.

Dividends of $ 8 million for the three months ended June 30, 2025 were received from non-consolidated affiliates.

Dividends of $ 2 million and $ 8 million for the six months ended June 30, 2026 and June 30, 2025, respectively, were received from these non-consolidated affiliates.

There were no impairment charges recorded for the three and six months ended June 30, 2026 and 2025.

The Company monitors its investments in affiliates for indicators of other-than-temporary declines in value on an ongoing basis.

If the Company determines that such a decline has occurred, an impairment loss is recorded, which is measured as the difference between carrying value and estimated fair value.

Estimated fair value is generally determined using an income approach based on discounted cash flows or negotiated transaction values.

Accrued liabilities consisted of the following:

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Income and other taxes payable 114 94

Restructuring (Note 9) 66 46

Operating lease liabilities 55 52

Restructuring (Note 9) 53 46

Employee benefits, including current pension obligations 43 36

Accrued freight 43 35

Accrued interest 36 —

Customer deposits 29 32

Outside services 27 24

Warranty obligations (Note 8) 15 14

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Restructuring (Note 9) 3 3

Payroll-related obligations 1 1

Tax indemnification liability (Note 13) — 50

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These estimates are adjusted from time to time based on facts and circumstances that impact the status of existing claims.

The Company has recognized a reasonable estimate for its total aggregate warranty reserves, including product recall costs, as of March 31, 2026.

At March 31, 2026, the difference between the recorded liabilities and the reasonably possible range of potential loss was not material.

The table below summarizes the activity in the product warranty liability for the three months ended March 31, 2026:

The Company has recognized a reasonable estimate for its total aggregate warranty reserves, including product recall costs, as of June 30, 2026.

At June 30, 2026, the difference between the recorded liabilities and the reasonably possible range of potential loss was not material.

The table below summarizes the activity in the product warranty liability for the six months ended June 30, 2026:

Warranty Obligations

(in millions)

Accrual balance at beginning of period $ 14

Accrual balance at January 1, 2026 $ 14

Provision for estimated warranties incurred during the period 8

Changes in estimate for pre-existing warranties ( 1 )

Settlements ( 6 )

Accrual balance at end of period $ 14

Accrual balance at June 30, 2026 $ 15

RESTRUCTURING

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These programs are primarily focused on reducing global overhead costs, the continued rotation of our manufacturing footprint to best cost locations in Europe and aligning our manufacturing capacity with the current levels of automotive production in each region.

The Company recorded employee-related and other restructuring charges related to these programs totaling approximately $ 46 million during the three months ended March 31, 2026.

The charges recorded during the three months ended March 31, 2026 included approximately $ 33 million for the planned closure of a European manufacturing site.

The Company recorded employee-related and other restructuring charges related to these programs which were de minimis during the three months ended June 30, 2026 and approximately $ 46 million during the six months ended June 30, 2026.

Charges for the six months ended June 30, 2026 included the recognition of approximately $ 33 million for a program to downsize and close a European manufacturing site.

There have been no changes in previously initiated programs that have resulted (or are expected to result) in a material change to our restructuring costs.

The Company expects to incur additional restructuring costs of approximately $ 15 million for approved programs within the next twelve months.

During the three months ended March 31, 2025, the Company recorded employee-related and other restructuring charges totaling approximately $ 16 million, of which approximately $ 13 million was recognized for charges incurred for programs to downsize and close European manufacturing sites.

During the three and six months ended June 30, 2025, restructuring charges approximated $ 25 million and $ 41 million, respectively, which included the recognition of approximately $ 9 million and $ 22 million, respectively, for charges incurred to downsize European sites.

Restructuring charges for employee separation and termination benefits are paid either over the severance period or in a lump sum in accordance with either statutory requirements or individual agreements.

Versigent incurred cash expenditures

related to its restructuring programs of approximately $ 26 million and $ 18 million in the three months ended March 31, 2026 and 2025, respectively.

The table below summarizes the activity in the restructuring liability for the three months ended March 31, 2026:

Versigent incurred cash expenditures related to its restructuring programs of approximately $ 37 million and $ 28 million in the six months ended June 30, 2026 and 2025, respectively.

The table below summarizes the activity in the restructuring liability for the six months ended June 30, 2026:

Employee Termination Benefits Liability Other Exit Costs Liability Total

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Provision for estimated expenses incurred during the period 57 — 57

Change in estimate ( 11 ) — ( 11 )

Payments made during the period ( 37 ) — ( 37 )

Accrual balance at March 31, 2026 $ 69 $ — $ 69

The following is a summary of debt outstanding, net of unamortized issuance costs, as of March 31, 2026 and December 31, 2025:

Foreign currency and other ( 2 ) — ( 2 )

Accrual balance at June 30, 2026 $ 56 $ — $ 56

The following is a summary of debt outstanding, net of unamortized issuance costs, as of June 30, 2026 and December 31, 2025:

2026 December 31,

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Approximately $ 15 million in debt issuance costs were incurred in connection with the Credit Agreement.

As of March 31, 2026, Versigent had no amounts outstanding under the Revolving Credit Facility and no letters of credit have been issued under the Credit Agreement.

As of June 30, 2026, Versigent had no amounts outstanding under the Revolving Credit Facility and no letters of credit have been issued under the Credit Agreement.

Letters of credit issued under the Credit Agreement reduce availability under the Revolving Credit Facility.

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The rates under the Term Loan A Facility on the specified dates are set forth below:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

ABR plus Benchmark Loans plus ABR plus Benchmark Loans plus

Term Loan A 0.50 % 1.50 % N/A N/A

The Credit Agreement also contains events of default customary for financings of this type.

The Company is in compliance with the Credit Agreement covenants.

Senior Unsecured Notes

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Interest is payable semi-annually on April 15 and October 15 of each year to holders of record at close of business on April 1 or October 1 immediately preceding the interest payment date.

The proceeds received from the Notes offerings were deposited into escrow and subsequently released to Versigent PLC upon satisfaction of certain conditions in connection with the Spin-Off.

From the date of the satisfaction of the escrow conditions, the notes are guaranteed, jointly and severally, on an unsecured basis, by each of our current and future domestic subsidiaries that guarantee our Credit Facilities, as described above.

The proceeds from the Notes, together with the proceeds from the borrowings under the Credit Agreement, were used to fund a $ 1,900 million dividend to the Parent, with remaining proceeds used for general corporate purposes.

The notes are guaranteed, jointly and severally, on an unsecured basis, by each of our current and future domestic subsidiaries that guarantee our Credit Facilities, as described above.

The proceeds from the Notes, together with the proceeds from the borrowings under the Credit Agreement, were used to fund a $ 1,894 million dividend to the Former Parent, with remaining proceeds used for general corporate purposes.

Other Financing

Finance leases and other —As of March 31, 2026 and December 31, 2025, approximately $ 69 million and $ 61 million, respectively, of other debt primarily issued by certain non-U.S.

Finance leases and other —As of June 30, 2026 and December 31, 2025, approximately $ 151 million and $ 61 million, respectively, of other debt primarily issued by certain non-U.S.

subsidiaries and finance lease obligations were outstanding.

Interest —Cash paid for interest related to debt outstanding totaled $ 1 million for each of the three months ended March 31, 2026 and 2025.

Interest —Cash paid for interest related to debt outstanding totaled $ 3 million and $ 2 million for the six months ended June 30, 2026 and 2025, respectively.

PENSION BENEFITS

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pension assets or liabilities.

In the third and fourth quarters of 2025, in advance of the Spin-Off, certain plans that were previously sponsored by Aptiv and accounted for as multiemployer plans were legally separated and allocated to the Company.

In addition, beginning in the fourth quarter of 2025, liabilities related to inactive employees in Germany under an Aptiv-sponsored plan that had not yet been legally transferred to the Company due to regulatory reasons were attributed to the Company.

Prior to completion of the legal transfer, Aptiv will pay the benefits due to these inactive employees on behalf of Versigent and Versigent will reimburse Aptiv.

The legal transfer is expected to be completed by the end of 2026.

In the first quarter of 2026, the Company recorded a curtailment loss of $ 4 million resulting from a workforce reduction related to a planned closure of a European manufacturing site.

The amounts shown below reflect the defined benefit pension expense for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

The amounts shown below reflect the defined benefit pension expense for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

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Expected return on plan assets ( 1 ) — ( 2 ) —

Settlement loss 2 — 2 —

Curtailment loss — — 4 —

Net periodic benefit cost $ 9 $ 4 $ 21 $ 7

The Company had $ 1 million of other postretirement benefit obligations as of March 31, 2026 and no other postretirement benefit obligations as of December 31, 2025.

Postretirement benefit obligations as of June 30, 2026 were de minimis and there were no other postretirement benefit obligations as of December 31, 2025.

Multiemployer Pension Plans

As described in Note 2.

Significant Accounting Policies, prior to the legal split of plans in 2025, certain of the Company’s employees, primarily in Mexico and Germany, participated in the Shared Plans sponsored by Aptiv.

The Company recorded expense of approximately $ 1 million for the three months ended March 31, 2025, to record its allocation of pension benefit service costs related to the Shared Plans.

Significant Accounting Policies, prior to the legal split of plans in 2025, certain of the Company’s employees, primarily in Mexico and Germany, participated in the Shared Plans sponsored by the Former Parent.

The Company recorded an expense of approximately $ 1 million and $ 2 million for the three and six months ended June 30, 2025, respectively, to record its allocation of pension benefit service costs related to the Shared Plans.

COMMITMENTS AND CONTINGENCIES

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The Company is from time to time subject to various legal actions and claims incidental to its business, including those arising out of alleged defects, alleged breaches of contracts, product warranties, intellectual property matters, and employment-related matters.

It is the opinion of the Company that the outcome of such matters will not have a material adverse impact on the combined financial position, results of operations, or cash flows of the Company.

It is the opinion of the Company that the outcome of such matters will not have a material adverse impact on the consolidated financial position, results of operations, or cash flows of the Company.

With respect to warranty matters, although the Company cannot ensure that the future costs of warranty claims by customers will not be material, the Company believes its established reserves are adequate to cover potential warranty settlements.

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environmental, health and safety laws and regulations.

As of March 31, 2026 and December 31, 2025, the undiscounted reserve for environmental investigation and remediation recorded in other liabilities were de minimis.

As of June 30, 2026 and December 31, 2025, the undiscounted reserve for environmental investigation and remediation recorded in other liabilities were de minimis.

The Company cannot ensure that environmental requirements will not change or become more stringent over time or that its eventual environmental remediation costs and liabilities will not exceed the amount of its current reserves.

In the event that such liabilities were to significantly exceed the amounts recorded, the Company’s results of operations could be materially affected.

At March 31, 2026, the difference between the recorded liabilities and the reasonably possible range of potential loss was not material.

In the event that such liabilities were to significantly exceed the amounts recorded,

the Company’s results of operations could be materially affected.

At June 30, 2026, the difference between the recorded liabilities and the reasonably possible range of potential loss was not material.

At the end of each interim period, the Company makes its best estimate of the annual expected effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss.

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To the extent that the expected annual effective income tax rate changes, the effect of the change on prior interim periods is included in the income tax provision in the period in which the change in estimate occurs.

The Company’s income tax (benefit) expense and effective tax rates for the three months ended March 31, 2026 and 2025 were as follows:

Three Months Ended March 31,

The Company’s income tax expense and effective tax rates for the three and six months ended June 30, 2026 and 2025 were as follows:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(dollars in millions)

Income tax (benefit) expense $ ( 9 ) $ 29

Income tax expense $ 46 $ 21 $ 37 $ 50

Effective tax rate 29 % 16 % 16 % 20 %

The Company’s tax rate is affected by the fact that its parent entity is a Swiss resident tax payer, the tax rates in Switzerland and other jurisdictions in which the Company operates, the relative amount of income earned by jurisdiction and the relative amount of losses or income for which no tax benefit or expense was recognized due to a valuation allowance.

The Company’s tax rate is affected by the fact that it is a Swiss resident tax payer, the tax rates in Switzerland and other jurisdictions in which the Company operates, the relative amount of income earned by jurisdiction and the relative amount of losses or income for which no tax benefit or expense was recognized due to a valuation allowance.

The Company’s effective tax rate is also impacted by the receipt of certain tax incentives and holidays that reduce the effective tax rate for certain subsidiaries below the statutory rate.

The Company’s effective tax rate for the three months ended March 31, 2026 and 2025 includes net discrete tax benefits of approximately $ 24 million and net discrete tax expenses of $ 2 million, respectively.

The net discrete tax benefits for the three months ended March 31, 2026 are primarily related to changes in reserves.

The net discrete tax expenses for the three months ended March 31, 2025 are primarily related to provision to return adjustments.

The Company’s effective tax rate for the three months ended June 30, 2026 and 2025 includes net discrete tax expenses of approximately $ 2 million and net discrete tax benefits of $ 6 million, respectively.

The net discrete tax expenses for the three months ended June 30, 2026 are primarily related to changes in reserves.

The net discrete tax benefits for the three months ended June 30, 2025 are primarily related to provision to return adjustments and changes in valuation allowances.

The Company’s effective tax rate for the six months ended June 30, 2026 and 2025 includes net discrete tax benefits of approximately $ 22 million and net discrete tax benefits of $ 4 million, respectively.

The net discrete tax benefits for the six months ended June 30, 2026 are primarily related to changes in reserves.

The net discrete tax benefits for the six months ended June 30, 2025 are primarily related to provision to return adjustments and changes in valuation allowances.

Versigent is a Swiss resident taxpayer and not a domestic corporation for U.S.

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tax on remitted foreign earnings and, as a result of its capital structure, is also generally not subject to Swiss tax on the repatriation of foreign earnings.

Cash paid or withheld for income taxes was $ 24 million and $ 27 million for the three months ended March 31, 2026 and 2025, respectively.

As part of the Spin-Off, we entered into a number of agreements with the Parent to govern the Separation and our relationship with the Parent following the Separation including a Tax Matters Agreement.

Cash paid or withheld for income taxes was $ 50 million and $ 57 million for the six months ended June 30, 2026 and 2025, respectively.

As part of the Spin-Off, we entered into a number of agreements with the Former Parent to govern the Separation and our relationship with the Former Parent following the Separation including a Tax Matters Agreement.

Pursuant to the Tax Matters Agreement executed in connection with the Spin-Off, Aptiv will generally be responsible and indemnify us for taxes imposed on a joint return basis for periods ending on the Distribution Date.

As a result of the execution of the Tax Matters Agreement during the quarter ended March 31, 2026, the Company released its remaining tax indemnification liability to the Parent through Net Parent Investment related to any joint return basis positions for periods ending on the Distribution Date.

As a result of the execution of the Tax Matters Agreement

during the quarter ended March 31, 2026, the Company released its remaining tax indemnification liability to the Former Parent through Former Parent Investment related to any joint return basis positions for periods ending on the Distribution Date.

On January 15, 2025, the OECD released Administrative Guidance (the “Guidance”) on Article 9.1 of the Global Anti-Base Erosion Model Rules (the “Model Rules”) which amends the Pillar Two Framework.

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The Guidance eliminates the tax basis in certain deferred tax assets including tax credit carryforwards for purposes of the global minimum tax established under the Framework.

While the Guidance is applicable to the tax incentive granted to the Company’s Swiss

subsidiary in 2023, a full valuation allowance against this attribute has been maintained since 2023.

Therefore, the Guidance did not result in a change during the three months ended March 31, 2026 and 2025.

While the Guidance is applicable to the tax incentive granted to the Company’s Swiss subsidiary in 2023, a full valuation allowance against this attribute has been maintained since 2023.

Therefore, the Guidance did not result in a change on the Company’s consolidated financial statements.

No other deferred tax assets are impacted by the Guidance.

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The Act includes changes to U.S.

tax law that will be applicable to the Company beginning in 2025, with additional provisions applying in subsequent years.

tax law that were applicable to the Company beginning in 2025, with additional provisions applying in subsequent years.

Included in these changes are favorable adjustments to deductions for interest, qualified property, and research and development expenditures, as well as reforms to the international tax framework.

The Act will not have a material impact on the Company’s combined financial statements.

The Act will not have a material impact on the Company’s consolidated financial statements.

SHAREHOLDERS' EQUITY AND EARNINGS PER SHARE

Earnings Per Share

Basic earnings per share is computed by dividing net income attributable to Versigent by the weighted average number of ordinary shares outstanding during the period.

Diluted earnings per share reflects the weighted average dilutive impact of all potentially dilutive securities from the date of issuance and is computed using the treasury stock method by dividing net income attributable to Versigent by the diluted weighted average number of ordinary shares outstanding during the period.

Unless otherwise noted, share and per share amounts included in these notes are on a diluted basis.

For periods prior to the Spin-Off, the denominator for basic and diluted earnings per share was calculated using the 70.89 million Versigent ordinary shares outstanding immediately following the Spin-Off.

The same number of shares was used to calculate basic and diluted earnings per share in those periods since no Versigent equity awards were outstanding prior to the Spin-Off.

For periods subsequent to the Spin-Off, the calculation of earnings per share contemplates the dilutive impacts, if any, of the Company’s share-based compensation plans.

Refer to Note 19.

Share-Based Compensation for additional information.

Weighted Average Shares

The following table illustrates earnings per share attributable to Versigent and the weighted average shares outstanding used in calculating basic and diluted earnings per share:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions, except per share data)

Net income attributable to Versigent

$ 118 $ 107 $ 196 $ 202

Weighted average ordinary shares outstanding, basic 70.90 70.89 70.90 70.89

Dilutive shares related to restricted stock units 0.98 — 0.49 —

Weighted average ordinary shares outstanding, including dilutive shares 71.88 70.89 71.39 70.89

Earnings per share attributable to Versigent:

Basic $ 1.66 $ 1.51 $ 2.76 $ 2.85

Diluted $ 1.64 $ 1.51 $ 2.75 $ 2.85

Share Repurchase Program

In April 2026, our Board of Directors approved a new stock repurchase program that allows the Company to convert a portion of its ordinary shares into redeemable shares from time to time, in an aggregate amount not to exceed $ 250 million.

We will determine the timing and amount of repurchases based on our assessment of various factors including excess cash flow, liquidity, economic and market conditions, our assessment of prospects for our business, legal requirements, and other factors.

The timing and amount of these purchases, if any, may change.

On August 3, 2026, our Board of Directors declared a quarterly cash dividend of $ 0.13 per share, payable on September 18, 2026 to shareholders of record at the close of business on September 4, 2026.

The announcement and payment of cash dividends on our ordinary shares in the future, in this amount or otherwise, will be within the discretion of our Board of Directors at such time.

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS

The changes in accumulated other comprehensive loss attributable to Versigent (net of tax) for the three months ended March 31, 2026 and 2025 are shown below:

Three Months Ended March 31,

The changes in accumulated other comprehensive loss attributable to Versigent (net of tax) for the three and six months ended June 30, 2026 and 2025 are shown below:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

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Aggregate adjustment for the period ( 13 ) 40 ( 41 ) 56

Net transfers from Former Parent 27 — 27 —

Balance at end of period ( 277 ) ( 281 ) ( 277 ) ( 281 )

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Other comprehensive income before reclassifications (net tax effect of $( 8 ), $ 0 , ( 24 ) and $ 0 )

Reclassification to income ( nil net tax effect for all periods presented)

Reclassification to income (net tax effect of $ 5 , $ 0 , 5 and $ 0 )

( 30 ) — ( 30 ) —

Balance at end of period 106 — 106 —

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Accumulated other comprehensive loss, end of period $ ( 177 ) $ ( 285 ) $ ( 177 ) $ ( 285 )

Reclassifications from accumulated other comprehensive income (loss) to income for the three and six months ended June 30, 2026 and 2025 were as follows:

Reclassification Out of Accumulated Other Comprehensive Income (Loss)

Details About Accumulated Other Comprehensive Income Components Three Months Ended June 30, Six Months Ended June 30, Affected Line Item in the Statements of Operations

2026 2025 2026 2025

(in millions)

Gains (losses) on derivatives:

Commodity derivatives $ 16 $ — $ 16 $ — Cost of sales

Foreign currency derivatives 19 — 19 — Cost of sales

35 — 35 — Income before income taxes and equity income

( 5 ) — ( 5 ) — Income tax expense

30 — 30 — Net income

— — — — Net (loss) income attributable to noncontrolling interest

$ 30 $ — $ 30 $ — Net income attributable to Versigent

Pension and postretirement plans:

Settlement loss ( 2 ) — ( 2 ) — Other expense, net (1)

( 2 ) — ( 2 ) — Income before income taxes and equity income

— — — — Income tax expense

( 2 ) — ( 2 ) — Net income

— — — — Net (loss) income attributable to noncontrolling interest

$ ( 2 ) $ — $ ( 2 ) $ — Net income attributable to Versigent

Total reclassifications for the period $ 28 $ — $ 28 $ —

(1) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 11.

Pension Benefits for additional details).

DERIVATIVES AND HEDGING ACTIVITIES

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Versigent assesses the initial and ongoing effectiveness of its hedging relationships in accordance with its documented policy.

As of March 31, 2026, the Company had the following outstanding notional amounts related to commodity and foreign currency forward and option contracts designated as cash flow hedges that were entered into to hedge forecasted exposures:

As of June 30, 2026, the Company had the following outstanding notional amounts related to commodity and foreign currency forward and option contracts designated as cash flow hedges that were entered into to hedge forecasted exposures:

Commodity Quantity Hedged Unit of Measure Notional Amount

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Chinese Yuan Renminbi 1,238 RMB $ 182

As of March 31, 2026, Versigent has entered into derivative instruments to hedge cash flows extending out to March 2028.

As of June 30, 2026, Versigent has entered into derivative instruments to hedge cash flows extending out to June 2028.

Gains and losses on derivatives qualifying as cash flow hedges are recorded in accumulated OCI, to the extent that hedges are effective, until the underlying transactions are recognized in earnings.

Unrealized amounts in accumulated OCI will fluctuate based on changes in the fair value of hedge derivative contracts at each reporting period.

Net gains on cash flow hedges included in accumulated OCI as of March 31, 2026 were $ 103 million (approximately $ 87 million, net of tax).

Net gains on cash flow hedges included in accumulated OCI as of June 30, 2026 were $ 125 million (approximately $ 106 million, net of tax).

Of this total, approximately $ 102 million of gains are expected to be included in cost of sales within the next 12 months and approximately $ 23 million of gains are expected to be included in cost of sales in subsequent periods.

Cash flow hedges are discontinued when Versigent determines it is no longer probable that the originally forecasted transactions will occur.

Cash flows from derivatives used to manage commodity and foreign exchange risks designated as cash flow hedges are classified as operating activities within the combined statements of cash flows.

Cash flows from derivatives used to manage commodity and foreign exchange risks designated as cash flow hedges are classified as operating activities within the consolidated statements of cash flows.

Derivatives Not Designated as Hedges

In certain occasions the Company enters into certain foreign currency and commodity contracts that are not designated as hedges.

When hedge accounting is not applied to derivative contracts, gains and losses are recorded to other expense, net and cost of sales in the combined statements of operations.

When hedge accounting is not applied to derivative contracts, gains and losses are recorded to other expense, net and cost of sales in the consolidated statements of operations.

Fair Value of Derivative Instruments in the Balance Sheet

The fair value of derivative financial instruments recorded in the combined balance sheet as of March 31, 2026 is as follows:

The fair value of derivative financial instruments recorded in the consolidated balance sheet as of June 30, 2026 is as follows:

Asset Derivatives Liability Derivatives Net Amounts of Assets and (Liabilities) Presented in the Balance Sheet

Balance Sheet Location March 31,

2026 Balance Sheet Location March 31,

2026 March 31,

Balance Sheet Location June 30,

2026 Balance Sheet Location June 30,

2026 June 30,

(in millions)

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Total derivatives not designated as hedges $ — $ 1

* Derivative instruments within this category are subject to master netting arrangements and are presented on a net basis in the combined balance sheets in accordance with accounting guidance related to the offsetting of amounts related to certain contracts.

The fair value of Versigent’s derivative financial instruments were in a net asset position as of March 31, 2026.

* Derivative instruments within this category are subject to master netting arrangements and are presented on a net basis in the consolidated balance sheets in accordance with accounting guidance related to the offsetting of amounts related to certain contracts.

The fair value of Versigent’s derivative financial instruments were in a net asset position as of June 30, 2026.

Effect of Derivatives on the Statements of Operations and Statements of Comprehensive Income

The pre-tax effects of derivative financial instruments in the combined statements of operations and combined statements of comprehensive income for the three months ended March 31, 2026 are as follows:

Three Months Ended March 31, 2026 Gain Recognized in OCI Gain Reclassified from OCI into Income

The pre-tax effects of derivative financial instruments in the consolidated statements of operations and consolidated statements of comprehensive income for the three and six months ended June 30, 2026 are as follows:

Three Months Ended June 30, 2026 Gain Recognized in OCI Gain Reclassified from OCI into Income

(in millions)

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Foreign currency derivatives $ 1

The gain or loss recognized in income for designated and non-designated derivative instruments was recorded to cost of sales and other expense, net in the combined statements of operations for the three months ended March 31, 2026.

Six Months Ended June 30, 2026 Gain Recognized in OCI Gain Reclassified from OCI into Income

(in millions)

Derivatives designated as cash flow hedges:

Commodity derivatives $ 66 $ 16

Foreign currency derivatives 94 19

Total $ 160 $ 35

Loss Recognized in Income

(in millions)

Derivatives not designated:

Foreign currency derivatives $ 2

The gain or loss recognized in income for designated and non-designated derivative instruments was recorded to cost of sales and other expense, net in the consolidated statements of operations for the three and six months ended June 30, 2026.

Refer to Note 2.

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In those situations, Versigent generally surveys investment banks and/or brokers and utilizes the surveyed prices and rates in estimating fair value.

As of March 31, 2026, Versigent was in a net derivative asset position of $ 97 million, and no significant adjustments were recorded based on the evaluation of our own nonperformance risk and because Versigent’s exposures were to counterparties with investment grade credit ratings.

Refer to Note 15.

Derivatives and Hedging Activities for further information regarding derivatives.

As of March 31, 2026, Versigent had the following assets measured at fair value on a recurring basis:

As of June 30, 2026, Versigent was in a net derivative asset position of $ 116 million, and no significant adjustments were recorded based on the evaluation of our own nonperformance risk and because Versigent’s exposures were to counterparties with investment grade credit ratings.

As of June 30, 2026, Versigent had the following assets measured at fair value on a recurring basis:

Total Quoted Prices in Active Markets

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(in millions)

As of March 31, 2026:

As of June 30, 2026:

Commodity derivatives $ 50 $ — $ 50 $ —

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The fair value of debt is developed using observable values for similar debt instruments, which are considered Level 2 inputs as defined by ASC Topic 820.

As of March 31, 2026, total debt was recorded at $ 2,141 million which approximated fair value.

For all other financial instruments recorded at March 31, 2026, fair value approximates book value.

As of June 30, 2026 total debt was recorded at $ 2,224 million and had an estimated fair value of $ 2,245 million.

For all other financial instruments recorded at June 30, 2026, fair value approximates book value.

Fair Value Measurements on a Nonrecurring Basis

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Financial and nonfinancial assets and liabilities that are measured at fair value on a nonrecurring basis include long-lived assets, intangible assets, equity investments without readily determinable fair values and liabilities for exit or disposal activities measured at fair value upon initial recognition.

Versigent recorded non-cash long-lived

asset impairment charges of $ 7 million during the three months ended March 31, 2026 within cost of sales, primarily related to the declines in the fair value of certain fixed assets and a planned site exit.

Versigent recorded non-cash long-lived asset impairment charges which were de minimis and $ 7 million during the three and six months ended June 30, 2026, respectively, within cost of sales, primarily related to the declines in the fair value of certain fixed assets and a planned site exit.

The Company recorded long-lived asset impairments of $ 3 million during both the three and six months ended June 30, 2025.

Fair value of long-lived and other assets is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved and a review of appraisals or other market indicators and management estimates.

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Other expense, net included:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

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Long-Term Incentive Plan

employees of Versigent are covered by the Parent-sponsored share-based compensation arrangements, the Aptiv PLC 2024 Long-Term Incentive Plan (the “2024 LTIP”) and the Aptiv PLC Long-Term Incentive Plan, as amended and restated effective April 23, 2015 (the “PLC LTIP”).

The 2024 LTIP allows for the grant of awards of up to 9,880,000 Aptiv ordinary shares for long-term compensation.

Prior to April 2024, Aptiv issued awards under the PLC LTIP, which allowed for the grant of awards of up to 25,665,448 Aptiv ordinary shares for long-term compensation.

Aptiv’s long-term incentive plans were designed to align the interests of management and shareholders.

The awards can be in the form of shares, options, stock appreciation rights, restricted stock units (“RSUs”), performance awards and other share-based awards to the employees, directors, consultants and advisors of Aptiv.

Aptiv has historically awarded annual long-term grants of RSUs under its long-term incentive plans in order to align management compensation with the overall business strategy.

All of the RSUs granted under both the 2024 LTIP and PLC LTIP are eligible to receive dividend equivalents for any dividend paid from the grant date through the vesting date.

When applicable, dividend equivalents are paid out in ordinary shares upon vesting of the underlying RSUs.

In addition, Aptiv has competitive and market-appropriate ownership requirements for its directors and officers.

Aptiv has made annual grants of RSUs to its executives each year beginning in 2012.

These awards include a time-based vesting portion and a performance-based vesting portion, as well as continuity awards in certain years.

The time-based RSUs, which make up 40 % of the awards for Aptiv’s officers and 50 % for Aptiv’s other executives, vest ratably over three years beginning on the first anniversary of the grant date.

The performance-based RSUs, which make up 60 % of the awards for Aptiv’s officers and 50 % for Aptiv’s other executives, vest at the completion of a three-year performance period if certain targets are met.

Each executive will receive between 0 % and 240 % ( 200 % prior to 2025) of his or her target performance-based award based on Aptiv’s performance against established company-wide performance metrics, which are:

Metric 2025 Parent Grant 2022-2024 Parent Grants

The Versigent PLC 2026 Long-Term Incentive Plan (the “PLC LTIP”) allows for the grant of share-based awards (up to 6,380,429 shares) for long-term compensation.

The Company had no share-based compensation plans prior to the Spin-Off;

however certain of our employees participated in the Former Parent’s share-based compensation arrangement, the Aptiv PLC 2024 Long-Term Incentive Plan and the Aptiv PLC Long-Term Incentive Plan, as amended and restated effective April 23, 2015 (together the “Former Parent Plan”).

As discussed further below, outstanding awards under the Former Parent Plan were adjusted and converted into Versigent equity awards.

Share-based compensation expense within the consolidated financial statements for periods prior to the Spin-Off was allocated to Versigent based on the awards and terms previously granted to Versigent employees while part of the Former Parent, and includes the cost of Versigent employees who participated in the Former Parent Plan, as well as an allocated portion of the cost of the Former Parent’s corporate employee awards.

In connection with the Spin-Off, outstanding equity awards to executives under the Former Parent Plan were adjusted and converted into Versigent equity awards using a formula designed to maintain the economic value of the awards immediately before and after the Spin-Off.

Accordingly, the number of restricted stock units (“RSUs”) underlying each unvested award outstanding as of the date of the Separation was multiplied by a factor of 2.453.

The RSUs continue to vest in accordance with their original vesting period.

The conversions of equity awards did not have a material impact on the Company’s consolidated financial statements.

Board of Director Awards

Versigent has granted RSUs to non-employee members of the Board of Directors as detailed in the table below:

Grant Date RSUs granted Grant Date Fair Value (1) Vesting Date Shares Issued Upon Vesting Fair Value of Shares at Issuance Shares Withheld to Cover Withholding Taxes

(dollars in millions)

April 2026 31,008 $ 1 2027 (2) N/A N/A N/A

(1) Determined based on the closing price of the Company’s ordinary shares on the date of the grant.

(2) Pursuant to their respective award agreements the RSUs vest on the day immediately preceding the next Annual General Meeting of Shareholders occurring after their grant.

Executive Awards

Executive awards include a time-based vesting portion and a performance-based vesting portion.

The time-based RSUs, which make up 40 % of the awards for the Company’s officers and 50 % for the Company’s other executives, generally vest ratably over three years beginning on the first anniversary of the grant date.

The performance-based RSUs, which make up 60 % of the awards for the Company’s officers and 50 % for the Company’s other executives, generally vest at the completion of a three-year performance period if certain targets are met.

Each executive will receive between 0% and 240 % ( 200 % prior to 2025) of his or her target performance-based award based on the Company’s performance against established company-wide performance metrics, which are:

Grant 2025 Former Parent Grant 2024 Former Parent Grant

Average return on invested capital (1) 80 % 70 % N/A

Software and adjacent market revenue 30 % N/A

Adjacent market revenue 20 % 30 % N/A

Relative total shareholder return (2) (3) (3) 33 %

Average return on net assets (4) N/A 33 %

Cumulative net income N/A 33 %

Average return on net assets (4) N/A N/A 33 %

Cumulative net income N/A N/A 33 %

(1) Average return on invested capital is measured by tax-affected operating income divided by average invested capital.

Average invested capital is measured by the sum of average total shareholders’ equity plus average net debt for each calendar year during the respective performance period.

(2) Relative total shareholder return is measured by comparing the average closing price per share of Aptiv’s ordinary shares for the specified trading days in December of the performance period to the average closing price per share of Aptiv’s ordinary shares for the specified trading days in December of the year preceding the grant, including dividends, and assessed against a comparable measure of competitor and peer group companies.

(3) The performance-based RSUs granted in 2025 are subject to a performance modifier based on relative total shareholder return, whereby the ultimate payout level of the performance-based RSUs may be adjusted upwards by 20 % if relative total shareholder return is in the upper quartile against a comparable measure of competitor and peer group companies or downwards by 20 % if in the bottom quartile for the specified trading days of the performance period as defined above.

(2) Relative total shareholder return is measured by comparing the average closing price per share of the Company’s ordinary shares for the specified trading days in December of the performance period to the average closing price per share of the Company’s ordinary shares for the specified trading days in December of the year preceding the grant, including dividends, and assessed against a comparable measure of competitor and peer group companies.

(3) The performance-based RSUs granted in 2025 and 2026 are subject to a performance modifier based on relative total shareholder return, whereby the ultimate payout level of the performance-based RSUs may be adjusted upwards by 20 % if relative total shareholder return is in the upper quartile against a comparable measure of competitor and peer group companies or downwards by 20 % if in the bottom quartile for the specified trading days of the performance period as defined above.

There will be no adjustment if relative total shareholder return is in the middle quartiles.

(4) Average return on net assets is measured by tax-affected operating income divided by average net working capital plus average net property, plant and equipment for each calendar year during the respective performance period.

The grant date fair value of the RSUs is determined based on the target number of awards issued, the closing price of Aptiv’s ordinary shares on the date of the grant of the award, including an estimate for forfeitures, and a contemporaneous valuation performed by a third-party valuation specialist with respect to the portion of the awards subject to relative total shareholder return.

Any new executives hired after the annual executive RSU grant date may have been eligible to participate in the 2024 LTIP.

Aptiv has also granted additional awards to employees in certain periods under both the PLC LTIP and 2024 LTIP.

Any off-cycle grants made to new hires or other employees are valued at their grant date fair value based on the closing price of Aptiv’s ordinary shares on the date of such grant.

A summary of RSU activity, including award grants, vesting and forfeitures for Versigent employees who participate in the Aptiv plans is provided below:

The details of the annual executive grants are as follows:

Grant Date RSUs Granted Grant Date Fair Value Time-Based Award Vesting Dates Performance-Based Award Vesting Date

(in millions)

April 2026 1.08 $ 39 Annually in February, 2027 - 2029 December 31, 2028

The grant date fair value of the RSUs is determined based on the target number of awards issued, the closing price of Versigent’s ordinary shares on the date of the grant of the award and a contemporaneous valuation performed by a third-party valuation specialist with respect to the portion of the awards subject to relative total shareholder return.

Any new executives hired after the annual executive RSU grant date may be eligible to participate in the PLC LTIP.

Any off-cycle grants made to new hires or other employees are valued at their grant date fair value based on the closing price of Versigent’s ordinary shares on the date of such grant.

A summary of RSU activity, including award grants, vesting and forfeitures is provided below:

RSUs Weighted Average Grant Date Fair Value

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Forfeited ( 33 ) $ 64.98

Nonvested, March 31, 2026 187 $ 78.98

Share-based compensation expense within the combined financial statements has been allocated to Versigent based on the awards and terms previously granted to Versigent employees while part of Aptiv and includes the cost of Versigent employees who participate in the Aptiv plans as well as an allocated portion of the cost of Aptiv senior management awards.

Share-based compensation expense recorded within the combined statement of operations, which includes the cost of Versigent employees who participate in the Aptiv plan as well as an allocated portion of the cost of Aptiv senior management awards, was $ 8 million ($ 7 million, net of tax) based on the Company’s best estimate of Aptiv’s ultimate performance against the respective targets during each of the three months ended March 31, 2026 and 2025.

The Company will continue to recognize compensation expense, based on the grant date fair value of the awards applied to the Company’s best estimate of ultimate performance against the respective targets, over the requisite vesting periods of the awards.

Based on the grant date fair value of the awards

and the Company’s best estimate of Aptiv’s ultimate performance against the respective targets as of March 31, 2026, unrecognized compensation expense on a pretax basis of approximately $ 32 million is anticipated to be recognized over a weighted average period of approximately two years.

Conversion and employee transfers (1) 1,096

Nonvested, June 30, 2026 (2) 2,332 $ 33.36

(1) Reflects the conversion of outstanding equity awards to executives under the Former Parent Plan into Versigent equity awards in conjunction with the Spin-Off, along with the transfer of certain corporate employees to Versigent.

(2) Nonvested RSUs and the corresponding weighted average grant date fair value as of June 30, 2026 are presented on a Versigent basis using the conversion factor described above in connection with the Spin-Off.

Share-based compensation expense related to these RSUs, which for periods prior to the Spin-Off includes the cost of Versigent employees who participated in the Former Parent plan as well as an allocated portion of the cost of Former Parent senior management awards, was $ 11 million ($ 11 million, net of tax) and $ 8 million ($ 7 million, net of tax) based on the Company’s best estimate of ultimate performance against the respective targets during the three months ended June 30, 2026 and 2025, respectively.

Share-based compensation expense recorded within the consolidated statement of operations included $ 19 million ($ 18 million, net of tax) and $ 16 million ($ 14 million, net of tax) during the six months ended June 30, 2026 and 2025, respectively.

Versigent will continue to recognize compensation expense, based on the grant date fair value of the awards applied to the Company’s best estimate of ultimate performance against the respective targets, over the requisite vesting periods of the awards.

Based on the grant date fair value of the awards and the Company’s best estimate of ultimate performance against the respective targets as of June 30, 2026, unrecognized compensation expense on a pretax basis of approximately $ 72 million is anticipated to be recognized over a weighted average period of approximately 2 years.

SEGMENT REPORTING AND REVENUE

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The Company’s CODM is the Chief Executive Officer.

Generally, the Company’s management, including the CODM, utilizes net income (loss) to evaluate the Company’s performance, the allocation of operating and capital resources, determining the compensation of managers and certain other employees and for planning and forecasting purposes.

Included below are segment sales, significant expenses and operating data for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

Included below are segment net sales, significant expenses and operating data for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

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Other segment items (1)

105 47 171 95

Net income $ 116 $ 112 $ 197 $ 208

(1) Other segment items primarily include amortization, restructuring, separation costs, interest expense, other expense, net, income tax benefit (expense) and equity income, net.

Included below is additional segment information for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

(1) Other segment items primarily include amortization, restructuring, separation costs, interest expense, other expense, net, income tax expense and equity income, net.

Included below is additional segment information for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

Income tax benefit (expense) $ 9 $ ( 29 )

Income tax expense $ ( 46 ) $ ( 21 ) $ ( 37 ) $ ( 50 )

Equity income, net $ 5 $ 3 $ 9 $ 8

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Capital expenditures $ ( 51 ) $ ( 42 ) $ ( 117 ) $ ( 79 )

(1) Segment depreciation and amortization disclosed is included within segment cost of sales, selling, general and administrative expense and amortization expense disclosed.

Included below is balance sheet data as of March 31, 2026 and December 31, 2025:

March 31, 2026 December 31, 2025

Investment in affiliates $ 142 $ 143

(1) Segment depreciation and amortization is included within segment cost of sales, selling, general and administrative expense and amortization expense disclosed.

Included below is balance sheet data as of June 30, 2026 and December 31, 2025:

June 30, 2026 December 31, 2025

(in millions)

Investments in affiliates $ 149 $ 143

Segment assets $ 5,359 $ 4,485

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Revenue by Product Line

Revenue by product line for the three months ended March 31, 2026 and 2025 is as follows:

Three Months Ended March 31,

Revenue by product line for the three and six months ended June 30, 2026 and 2025 is as follows:

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

High Voltage Electrical Architecture $ 208 $ 224

Low Voltage Electrical Architecture 2,222 1,945 4,227 3,745

High Voltage Electrical Architecture $ 222 $ 261 $ 429 $ 485

Total net sales $ 2,444 $ 2,206 $ 4,656 $ 4,230

Revenue by Geographic Region

Net sales reflects the manufacturing location and is for the three months ended March 31, 2026 and 2025.

Three Months Ended March 31,

Net sales reflects the manufacturing location and is for the three and six months ended June 30, 2026 and 2025.

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in millions)

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Europe, Middle East & Africa 524 555 1,033 1,068

825 667 1,564 1,303

South America 73 63 140 116

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Contract Balances

Consistent with the recognition of production parts revenue at a point in time title transfers to the customer, the Company has no contract assets or contract liabilities balances as of March 31, 2026 and December 31, 2025.

Remaining Performance Obligations

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These payments to customers are generally one-time, upfront payments made in connection with the award of new business to us and are recognized as a reduction to revenue at the time of the commitment to make these payments.

The amount of these payments was not significant for the three months ended March 31, 2026 and 2025.

The amount of these payments was not significant for the six months ended June 30, 2026 and 2025.

However, certain of these payments to customers, or upfront fees, are capitalized as they are directly attributable to a contract, are incremental and management expects the fees to be recoverable.

As of March 31, 2026 and December 31, 2025, the Company has recorded $ 32 million (of which $ 6 million was classified within other current assets and $ 26 million was classified within other long-term assets) and $ 33 million (of which $ 7 million was classified within other current assets and $ 26 million was classified within other long-term assets), respectively, related to these capitalized upfront fees.

As of June 30, 2026 and December 31, 2025, the Company has recorded $ 30 million (of which $ 5 million was classified within other current assets and $ 25 million was classified within other long-term assets) and $ 33 million (of which $ 7 million was classified within other current assets and $ 26 million was classified within other long-term assets), respectively, related to these capitalized upfront fees.

Capitalized upfront fees are amortized to revenue based on the transfer of goods and services to the customer for which the upfront fees relate, which typically range from three to five years .

There have been no impairment losses in relation to the costs capitalized.

The amount of amortization to net sales was $ 2 million and $ 1 million for each of the three months ended March 31, 2026 and 2025, respectively.

The amount of amortization to net sales was $ 1 million for both the three months ended June 30, 2026 and 2025, and $ 3 million and $ 2 million for the six months ended June 30, 2026 and 2025, respectively.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This Quarterly Report on Form 10-Q, including the exhibits being filed as part of this report, as well as other statements made by Versigent (“Versigent,” the “Company,” “we,” “us” and “our”), contain forward-looking statements that reflect, when made, the Company’s current views with respect to current events, certain investments and acquisitions and financial performance.

Such forward-looking statements are subject to many risks, uncertainties and factors relating to the Company’s operations and business environment, which may cause the actual results of the Company to be materially different from any future results, express or implied, by such forward-looking statements.

All statements that address future operating, financial or business performance or the Company’s strategies or expectations are forward-looking statements.

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our failure to manage the transition to a standalone public company;

our failure to achieve some or all of the benefits expected from the Spin-Off and other risks related to the completion of the Spin-Off.

and our failure to achieve some or all of the benefits expected from the Spin-Off.

Additional factors are discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s filings with the Securities and Exchange Commission, including those set forth in the Company’s Information Statement furnished with the Company’s Registration Statement on Form 10-12B/A filed on March 6, 2026.

3 unchanged sentences

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-Q

Item 1. Financial Statements