Aptiv PLC filed SEC Form 8-K: Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets
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Introductory Note
On April 1, 2026 (the “Distribution Date”) at 12:01 a.m., eastern time, Aptiv PLC (the “Company”) completed the previously announced separation (the “Spin-Off”) of Versigent Limited (“Versigent”) from the Company. The Spin-Off of Versigent from the Company was achieved through the Company’s pro rata distribution of all of the outstanding ordinary shares of Versigent to holders of record of the Company’s ordinary shares. Each holder of record of the Company’s ordinary shares received one ordinary share of Versigent for every three ordinary shares of the Company held on March 17, 2026, the record date for the distribution. In lieu of fractional shares of Versigent, shareholders of the Company will receive cash. On April 1, 2026, Versigent’s ordinary shares began trading on the New York Stock Exchange under the ticker symbol “VGNT.”
| Item 1.01 | Entry into a Material Definitive Agreement. |
Prior to the Distribution Date, the Company and Versigent entered into a separation and distribution agreement (the “Separation and Distribution Agreement”) to effect the Spin-Off. The Separation and Distribution Agreement sets forth the Company’s agreements with Versigent regarding the principal actions to be taken in connection with the Spin-Off, and other agreements that govern aspects of the Company’s relationship with Versigent following the Spin-Off. A summary of the material terms of the Separation and Distribution Agreement can be found in the section titled “Certain Relationships and Related Party Transactions—Agreements with Aptiv” in Versigent’s Information Statement, which is attached as Exhibit 99.1 to Versigent’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 12, 2026.
The summary of the Separation and Distribution Agreement, which is incorporated by reference into this Item 1.01 in its entirety, does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation and Distribution Agreement, which is filed as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
On April 1, 2026, the Spin-Off was completed in accordance with the Separation and Distribution Agreement. The description of the Spin-Off included under the Introductory Note of this Current Report on Form 8-K is incorporated into this Item 2.01 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(b) Pro Forma Financial Information
The pro forma financial information required by this item will be filed by amendment to this Current Report on Form 8-K not later than four business days after the date of the Spin-Off.
(d) Exhibits
Exhibit |
Description | |
| 2.1 | Separation and Distribution Agreement, dated as of March 30, 2026, by and between Aptiv PLC and Versigent Limited.†+ | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| † | Certain portions of this exhibit have been redacted pursuant to Item 601(b)(2)(ii) and Item 601(b)(10)(iv) of Regulation S-K, as applicable. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request. |
| + | The schedules and exhibits to this agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Commission upon its request. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| APTIV PLC | ||||||
| Date: April 1, 2026 | /s/ Katherine H. Ramundo | |||||
| Katherine H. Ramundo | ||||||
| Executive Vice President, Chief Legal Officer, Chief Compliance Officer and Secretary | ||||||