李尔 2025年度报告

(Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2025. (Exact name of registrant as specified in its charter) (I.R.S. EmployerIdentification No.) (State or other jurisdiction ofincorporation or organization) (248) 447-1500 (Registrant's telephone number including area code) Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Act during the preceding 12 months (orfor such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" inRule 12b-2 of the Exchange Act. 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 orrevised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued itsaudit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received byany of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ As of June 28, 2025, the aggregate market value of the registrant's common stock, par value $0.01 per share, held by non-affiliates of the registrant was$5,002,133,126. The closing price of the common stock on June 28, 2025, as reported on the New York Stock Exchange, was $94.32 per share. As of February 10, 2026, the number of shares outstanding of the registrant's common stock was 50,727,454 shares. DOCUMENTS INCORPORATED BY REFERENCE Certain sections of the registrant's Notice of Annual Meeting of Shareholders and Definitive Proxy Statement on Schedule 14A for its Annual Meeting ofShareholders to be held in May 2026, as described in the Cross Reference Sheet and Table of Contents included herewith, are incorporated by reference intoPart III of this Annual Report on Form 10-K. LEAR CORPORATION AND SUBSIDIARIES CROSS REFERENCE SHEET AND TABLE OF CONTENTS Page Numberor Reference PART I ITEM 1.Business............................................................................................................................3ITEM 1A.Risk factors.......................................................................................................................21ITEM 1B.Unresolved staff comments..............................................................................................30ITEM 1C.Cybersecurity....................................................................................................................31ITEM 2.Properties..........................................................................................................................32ITEM 3.Legal proceedings.............................................................................................................32ITEM 4.Mine safety disclosures....................................................................................................32SUPPLEMENTARYITEM.Information about our executive officers.........................................................................33PART IIITEM 5.Market for the Company's common equity, related stockholder matters and issuerpurchases of equity securities..