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United States securities and exchange commission logo
August 4, 2022
Jason Cardew
Chief Financial Officer
Lear Corporation
21557 Telegraph Road
Southfield, MI 48033
Re: Lear Corporation
Form 10-K for
Fiscal Year Ended December 31, 2021
Filed February 10,
2022
File No. 001-11311
Dear Mr. Cardew:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2021
General
1. We note that you
provided more expansive disclosure in your 2021 Sustainability
Report and on your
website than you provided in your SEC filings. Please advise us what
consideration you gave
to providing the same type of climate-related disclosure in your
SEC filings as you
provided in your 2021 Sustainability Report and on your website.
Risk Factors, page 19
2. You disclose on page 25
that you are involved in various legal and regulatory proceedings
and claims, including
environmental matters. Disclose any material litigation risks related
to climate change and
explain the potential impact to the company.
Jason Cardew
FirstName LastNameJason Cardew
Lear Corporation
Comapany
August NameLear Corporation
4, 2022
August
Page 2 4, 2022 Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
32
3. It appears you have identified renewable energy projects on page 5 of
your Form 10-
K. Please tell us about and quantify past and/or future capital
expenditures for climate-
related projects for each of the periods for which financial
statements are presented in
your Form 10-K and those planned for future periods.
4. We note your disclosure that the effects of climate change, such as
extreme weather
conditions, could impact your business. Please further discuss the
physical effects of
climate change on your operations and results, such as weather-related
damages to your
property or operations, and weather-related impacts on the cost or
availability of
insurance. Include quantitative information for each of the periods
for which financial
statements are presented in your most recent Form 10-K and explain
whether changes are
expected in future periods.
5. On page 18 of your Form 10-K you state that the costs incurred to
comply with
governmental regulations, including environmental regulations, have
not been material.
Tell us about and quantify any compliance costs related to climate
change for the last
three fiscal years.
6. If material, provide disclosure about your purchase or sale of carbon
credits or offsets and
any material effects on your business, financial condition, and
results of operations.
Provide us with quantitative information regarding your purchase or
sale of carbon credits
or offsets during the last three fiscal years and amounts budgeted for
future periods.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Please contact Patrick Fullem at (202) 551-8337 or Jennifer Angelini at
(202) 551-3047
with any questions.
Sincerely,
Division of
Corporation Finance
Office of
Manufacturing
cc: Amy Doyle