Document
false0000842162 0000842162 2020-05-04 2020-05-04


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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

Date of Report (Date of earliest event reported): May 4, 2020

LEAR CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
1-11311
13-3386776
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)
 
 
 

21557 Telegraph Road, Southfield, MI 48033
(Address of principal executive office

(248) 447-1500
(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common stock, par value $0.01
LEA
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act







Section 7 - Regulation FD

Item 7.01     Regulation FD Disclosure

COVID-19 Actions

On May 4, 2020, Lear Corporation (the “Company”) issued a press release announcing that it will hold its 2020 Annual Meeting of Stockholders virtually on May 21, 2020 due to public health concerns related to the COVID-19 pandemic and out of concern for the health and safety of meeting participants. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information contained in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Section 9 - Financial Statements and Exhibits

Item 9.01    Financial Statements and Exhibits 
Exhibit
Number
 
Exhibit Description
 
 
99.1
 
 
 
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
Lear Corporation
 
 
 
 
Date: May 4, 2020
 
 
 
By:
 
/s/ Jason M. Cardew
 
 
 
 
Name:
 
Jason M. Cardew
 
 
 
 
Title:
 
Senior Vice President and Chief Financial Officer





Exhibit


Exhibit 99.1

FOR IMMEDIATE RELEASE     

Lear Contacts:
Alicia Davis
(248) 447-1781
Ed Lowenfeld
(248) 447-4380
                

Lear to Hold Virtual Annual Meeting of Stockholders

SOUTHFIELD, Michigan, May 4, 2020 - Lear Corporation (NYSE: LEA), a global automotive technology leader in Seating and E-Systems, announced today that it will hold its 2020 Annual Meeting of Stockholders (the “Annual Meeting”) virtually due to public health concerns related to the COVID-19 pandemic and out of concern for the health and safety of meeting participants. The Annual Meeting will be held on May 21, 2020, at 9:00 a.m. EDT, as previously disclosed. Stockholders will not be able to attend the Annual Meeting in person.
Stockholders at the close of business on the record date, March 27, 2020, are entitled to attend the Annual Meeting. Stockholders can attend the Annual Meeting at www.virtualshareholdermeeting.com/LEA2020 by entering the 16-digit voting control number found on their proxy card, voting instruction form or the notice of internet availability of proxy materials previously received.
Please note that the proxy card and voting instruction form included with previously-distributed proxy materials will not be updated to reflect the change from an in-person meeting to a virtual-only meeting and may be used to vote shares in connection with the Annual Meeting.
Whether or not stockholders plan to attend the virtual-only Annual Meeting, Lear urges stockholders to vote and submit their proxies in advance of the meeting by one of the methods described in the proxy materials.
About Lear Corporation

Lear, a global automotive technology leader in Seating and E-Systems, enables superior in-vehicle experiences for consumers around the world. Our diverse team of talented employees in 39 countries is driven by a commitment to innovation, operational excellence, and sustainability. Lear is Making every drive better by providing the technology for safer, smarter, and more comfortable journeys. Lear, headquartered in Southfield, Michigan, serves every major automaker in the world and ranks #147 on the Fortune 500.


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