Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a) The following documents are filed as part of this Form 10-K.

(1) Financial Statements:




	Page No.
— Reports of Independent Registered Public Accounting Firm	58
— Consolidated Statements of Operations for the Years Ended December 31, 2019, 2018 and 2017	61
— Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2019, 2018 and 2017	62
— Consolidated Balance Sheets as of December 31, 2019 and 2018	63
— Consolidated Statements of Cash Flows for the Years Ended December 31, 2019, 2018 and 2017	64
— Consolidated Statements of Shareholders’ Equity for the Years Ended December 31, 2019, 2018 and 2017	65
— Notes to Consolidated Financial Statements	66

(2) Financial Statement Schedule:

SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS AND RESERVES



			Additions
	Balance at Beginning of Period		Charged to Costs and Expenses		Deductions			Other Activity			Balance at End of Period
	(in millions)
December 31, 2019:
Allowance for doubtful accounts	$	38	$	9	$	(10	)	$	—		$	37
Tax valuation allowance (a)	$	1,178	$	35	$	(137	)	$	(1	)	$	1,075
December 31, 2018:
Allowance for doubtful accounts	$	34	$	9	$	(7	)	$	2		$	38
Tax valuation allowance (a)	$	1,008	$	292	$	(120	)	$	(2	)	$	1,178
December 31, 2017:
Allowance for doubtful accounts	$	33	$	23	$	(24	)	$	2		$	34
Tax valuation allowance (a)	$	1,399	$	—	$	(406	)	$	15		$	1,008


(a)	Additions Charged to Costs and Expenses are primarily related to taxable losses for which the tax benefit has been reserved.

The other schedules have been omitted because they are not applicable, not required or the information to be set forth therein is included in the Consolidated Financial Statements or notes thereto.

(3) Exhibits: (including those incorporated by reference)



Exhibit Number		Description
2.1		Master Disposition Agreement among Delphi Corporation, GM Components Holdings, LLC, General Motors Company, Motors Liquidation Company (fka General Motors Corporation), DIP Holdco 3, LLC, and the other sellers and other buyers party thereto, dated July 26, 2009(1)
2.2		Separation and Distribution Agreement, dated as of November 15, 2017, by and between Aptiv PLC and Delphi Technologies PLC (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of the Company filed with the SEC on November 15, 2017)
3.1		Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of the Company filed with the SEC on December 7, 2017)
4.1		Senior Notes Indenture, dated as of February 14, 2013, among Delphi Corporation, the guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of the Company filed with the SEC on February 14, 2013)
4.2		Second Supplemental Indenture, dated as of March 3, 2014, among Delphi Corporation, the Guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed with the SEC on March 3, 2014)
4.3		Senior Notes Indenture, dated as of March 10, 2015, among Aptiv PLC, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of the Company filed with the SEC on March 10, 2015)
4.4		First Supplemental Indenture, dated as of March 10, 2015, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed with the SEC on March 10, 2015)
4.5		Second Supplemental Indenture, dated as of November 19, 2015, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed with the SEC on November 19, 2015)
4.6		Third Supplemental Indenture, dated as of September 15, 2016, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed with the SEC on September 15, 2016)
4.7		Fourth Supplemental Indenture, dated as of September 20, 2016, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed with the SEC on September 20, 2016)
4.8		Fifth Supplemental Indenture, dated as of March 14, 2019, among Aptiv PLC, the guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed with the SEC on March 14, 2019)
10.1		Restatement Agreement to Amended and Restated Credit Agreement, dated as of August 17, 2016, among Aptiv PLC, Delphi Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, Swingline Lender, Issuing Bank and a Lender (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of the Company filed with the SEC on August 18, 2016)
10.2		Aptiv PLC Executive Severance Plan, effective February 1, 2017(7)+
10.3		Aptiv PLC Executive Change in Control Severance Plan, effective February 1, 2017(7)+
10.4		Aptiv Corporation Supplemental Executive Retirement Program(1)+
10.5		Aptiv Corporation Salaried Retirement Equalization Savings Program(1)+
10.6		Offer letter for Kevin P. Clark, dated June 10, 2010(1)+
10.7		Offer letter for Joseph R. Massaro, dated September 13, 2013(6)+
10.8		Form of Non-Employee Director RSU Award Agreement pursuant to Aptiv PLC Long Term Incentive Plan, as amended(2)+
10.9		Letter Agreement, dated October 29, 2012, between the Company and Kevin P. Clark(3)+
10.10		Aptiv PLC Long-Term Incentive Plan, as amended and restated (incorporated by reference to the Company's Proxy Statement dated March 9, 2015)+
10.11		Form of Officer Performance-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, as amended and restated, effective 2016(5)+
10.12		Form of Officer Time-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, as amended and restated(4)+
10.13		Offer letter for David Paja, dated December 23, 2016(8)+
10.14		Offer letter for David M. Sherbin, dated October 2, 2009(8)+



Exhibit Number		Description
10.15		Form of Allocation Letter for Executives, effective 2019(9)+
10.16		Aptiv PLC Annual Incentive Plan (as Amended and Restated Effective January 1, 2019)(9)+
21.1		Subsidiaries of the Registrant*
23.1		Consent of Ernst & Young LLP*
31.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer*
31.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer*
32.1		Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
32.2		Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
101.INS		Inline XBRL Instance Document# - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document#
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document#
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document#
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document#
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document#
104		Cover Page Interactive Data File# - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

Filed herewith.

+ Management contract or compensatory plan or arrangement.

(1) Filed with the Registration Statement on Form S-1 (File No. 333-174493) on June 30, 2011 and incorporated herein by reference.

(2) Filed with Form 10-Q for the period ended June 30, 2012 on July 31, 2012 and incorporated herein by reference.

(3) Filed with Form 10-Q for the period ended September 30, 2012 on November 1, 2012 and incorporated herein by reference.

(4) Filed with Form 10-Q for the period ended March 31, 2015 on April 30, 2015 and incorporated herein by reference.

(5) Filed with Form 10-Q for the period ended March 31, 2016 on May 4, 2016 and incorporated herein by reference.

(6) Filed with Form 10-Q for the period ended June 30, 2016 on August 3, 2016 and incorporated herein by reference.

(7) Filed with Form 10-K for the year ended December 31, 2016 on February 6, 2017 and incorporated herein by reference.

(8) Filed with Form 10-Q for the period ended March 31, 2018 on May 2, 2018 and incorporated herein by reference.

(9) Filed with Form 10-Q for the period ended March 31, 2019 on May 2, 2019 and incorporated herein by reference.

Filed electronically with the Report.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.




		APTIV PLC

		/s/ Joseph R. Massaro
		By: Joseph R. Massaro
		Senior Vice President and
		Chief Financial Officer

Dated: February 3, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below as of February 3, 2020, by the following persons on behalf of the registrant and in the capacities indicated:




Signature		Title

/s/ Kevin P. Clark		President, Chief Executive Officer and Director (Principal Executive Officer)
Kevin P. Clark

/s/ Joseph R. Massaro		Senior Vice President and Chief Financial Officer (Principal Financial Officer)
Joseph R. Massaro

/s/ Allan J. Brazier		Vice President and Chief Accounting Officer (Principal Accounting Officer)
Allan J. Brazier

/s/ Rajiv L. Gupta		Chairman of the Board of Directors
Rajiv L. Gupta

/s/ Nancy E. Cooper		Director
Nancy E. Cooper

/s/ Frank J. Dellaquila		Director
Frank J. Dellaquila

/s/ Nicholas M. Donofrio		Director
Nicholas M. Donofrio

/s/ Sean O. Mahoney		Director
Sean O. Mahoney

/s/ Paul M. Meister		Director
Paul M. Meister




/s/ Robert K. Ortberg		Director
Robert K. Ortberg

/s/ Colin J. Parris		Director
Colin J. Parris

/s/ Ana G. Pinczuk		Director
Ana G. Pinczuk

/s/ Lawrence A. Zimmerman		Director
Lawrence A. Zimmerman

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