Aptiv (APTV) Proxy Filing summary

Executive summary

• Annual General Meeting scheduled for April 29, 2026, in Shanghai, with a record date of March 3, 2026, and 213,141,325 shares outstanding.

• 2025 marked record revenue ($20.4B), adjusted operating income ($2.5B), and EPS ($7.82), with strong execution amid global challenges.

• The Electrical Distribution Systems business spin-off as Versigent is on track for April 1, 2026, creating two independent public companies.

• Recognized for supply chain resilience, sustainability, and ethics by major industry and media organizations.

Voting matters and shareholder proposals

• Shareholders will vote on the election of 11 directors, reappointment of Ernst & Young LLP as auditors, and an advisory say-on-pay vote for executive compensation.

• All directors are nominated for one-year terms; majority voting standard applies.

• Shareholder proposals for the 2027 meeting must be submitted by November 16, 2026.

Board of directors and corporate governance

• 10 of 11 director nominees are independent; board diversity includes gender and ethnic representation.

• Board committees: Audit, Compensation and Human Resources, Finance, Innovation and Technology, Nominating and Governance.

• Annual board and committee evaluations, robust stock ownership guidelines, and overboarding limits in place.

• Lead Independent Director provides independent leadership and board coordination.

• Directors must retire at 75 unless waived; board refreshment balanced with institutional knowledge.