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 (PCAOB ID: 42)			65
— Consolidated Statements of Operations for the Years Ended December 31, 2024, 2023 and 2022			69
— Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2024, 2023 and 2022			70
— Consolidated Balance Sheets as of December 31, 2024 and 2023			71
— Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022			72
— Consolidated Statements of Redeemable Noncontrolling Interest and Shareholders’ Equity for the Years Ended December 31, 2024, 2023 and 2022			74
— Notes to Consolidated Financial Statements			76

(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, 2024:
Allowance for doubtful accounts	$	52	$	11	$	(24)	$	(2)	$	37
Tax valuation allowance (a)	$	3,032	$	70	$	(1,382)	$	(16)	$	1,704
December 31, 2023:
Allowance for doubtful accounts	$	52	$	12	$	(12)	$	—	$	52
Tax valuation allowance (a)	$	756	$	2,264	$	(2)	$	14	$	3,032
December 31, 2022:
Allowance for doubtful accounts	$	37	$	27	$	(12)	$	—	$	52
Tax valuation allowance (a)	$	766	$	57	$	(83)	$	16	$	756

(a)Additions Charged to Costs and Expenses and Deductions are partially related to changes in taxable losses during the year with no impact on the effective tax rate.

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)


		Incorporated by Reference
Exhibit Number	Description	Form	Exhibit	Filing Date
3.1	Memorandum and Articles of Association of Aptiv PLC	8-K	3.1	December 18, 2024
4.1	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	8-K	4.1	March 10, 2015
4.2	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	8-K	4.2	March 10, 2015
4.3	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	8-K	4.2	November 19, 2015
4.4	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	8-K	4.2	September 15, 2016
4.5	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	8-K	4.2	September 20, 2016
4.6	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	8-K	4.2	March 14, 2019
4.7	Sixth Supplemental Indenture, dated as of November 23, 2021, 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	8-K	4.2	November 23, 2021
4.8	Seventh Supplemental Indenture, dated as of December 27, 2021, among Aptiv PLC, Aptiv Global Financing Limited, the guarantors named therein, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent	10-K	4.8	February 8, 2023
4.9	Eighth Supplemental Indenture, dated as of February 18, 2022, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent	8-K	4.2	February 18, 2022
4.10	Ninth Supplemental Indenture, dated as of February 18, 2022, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent	8-K	4.3	February 18, 2022
4.11	Tenth Supplemental Indenture, dated as of June 11, 2024, among Aptiv PLC, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent	8-K	4.2	June 11, 2024
4.12	Eleventh Supplemental Indenture, dated as of September 13, 2024, among Aptiv PLC, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Senior Notes	8-K	4.3	September 13, 2024
4.13	Twelfth Supplemental Indenture, dated as of December 17, 2024, among Aptiv Irish Holdings Limited (formerly known as Aptiv PLC), as issuer, Aptiv Corporation, Aptiv Global Financing Designated Activity Company, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as the Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Senior Notes	8-K	4.1	December 18, 2024


4.14		Thirteenth Supplemental Indenture, dated as of December 19, 2024, among Aptiv Swiss Holdings Limited, as successor issuer, Aptiv Corporation, Aptiv Global Financing Designated Activity Company, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as the Trustee and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Senior Notes	8-K	4.1	December 19, 2024
4.15		Subordinated Notes Indenture, dated as of September 13, 2024, 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	8-K	4.2	September 13, 2024
4.16		First Supplemental Indenture, dated as of September 13, 2024, among Aptiv PLC, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Wilmington Trust, National Association, as Trustee, and Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Subordinated Notes	8-K	4.4	September 13, 2024
4.17		Second Supplemental Indenture, dates as of December 17, 2024, among Aptiv Irish Holdings Limited (formerly known as Aptiv PLC), as issuer, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as Trustee, Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Subordinated Notes	8-K	4.2	December 18, 2024
4.18		Third Supplemental Indenture, dates as of December 19, 2024, among Aptiv Swiss Holdings Limited, as successor issuer, Aptiv Global Financing Designated Activity Company, Aptiv Corporation, Aptiv PLC (formerly known as Aptiv Holdings Limited), Wilmington Trust, National Association, as Trustee, Deutsche Bank Trust Company Americas, as Registrar, Paying Agent and Authenticating Agent, with respect to the Subordinated Notes	8-K	4.2	December 19, 2024
4.19	*	Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934
10.1		Third Amended and Restated Credit Agreement, dated as of June 24, 2021, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited and JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders party thereto	8-K	1.1	June 25, 2021
10.2		Amendment No. 1, dated as of April 19, 2023, to the Third Amended and Restated Credit Agreement, dated as of June 24, 2021, among Aptiv PLC, Aptiv Corporation, Aptiv Global Financing Limited and JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders party thereto	10-Q	10.1	May 4, 2023
10.3	+	Aptiv PLC Executive Severance Plan, effective February 1, 2017	10-K	10.2	February 6, 2017
10.4	+	Aptiv PLC Executive Change in Control Severance Plan, effective February 1, 2017	10-K	10.3	February 6, 2017
10.5	+	Aptiv Corporation Supplemental Executive Retirement Program	S-1	10.13	June 30, 2011
10.6	+	Aptiv Corporation Salaried Retirement Equalization Savings Program	S-1	10.14	June 30, 2011
10.7	+	Offer letter for Kevin P. Clark, dated June 10, 2010	S-1	10.22	June 30, 2011
10.8	+	Offer letter for Joseph R. Massaro, dated September 13, 2013	10-Q	10.1	August 3, 2016
10.9	+	Form of Non-Employee Director RSU Award Agreement pursuant to Aptiv PLC Long Term Incentive Plan, effective 2023	10-Q	10.1	August 3, 2023
10.10	+	Letter Agreement, dated October 29, 2012, between the Company and Kevin P. Clark	10-Q	10.2	November 1, 2012
10.11	+	Aptiv PLC Long-Term Incentive Plan, as amended and restated	DEF 14A	Appendix B	March 9, 2015
10.12	+	Aptiv PLC Annual Incentive Plan (as Amended and Restated Effective January 1, 2021)	10-Q	10.1	August 5, 2021
10.13	+	Form of Officer Time-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, as amended and restated, effective 2022	10-Q	10.1	May 5, 2022
10.14	+	Form of Officer Performance-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, as amended and restated, effective 2022	10-Q	10.2	May 5, 2022
10.15	+	Aptiv PLC 2024 Long-Term Incentive Plan	DEF 14A	Appendix B	March 11, 2024
10.16		Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated August 1, 2024 by and between Aptiv PLC and Goldman Sachs International	8-K	10.1	August 2, 2024
10.17		Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated August 1, 2024 by and between Aptiv PLC and JPMorgan Chase Bank, N.A.	8-K	10.2	August 2, 2024


10.18		Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated December 17, 2024 by and between New Aptiv and Goldman Sachs International	8-K	10.1	December 18, 2024
10.19		Master Confirmation - Accelerated Stock Repurchase Transaction(s) dated December 17, 2024 by and between New Aptiv and JPMorgan Chase Bank, N.A.	8-K	10.2	December 18, 2024
10.20		Term Credit Agreement dated August 19, 2024, by and among Aptiv PLC and certain of its subsidiaries, JPMorgan Chase Bank N.A., as Administrative Agent, and the lenders party thereto	8-K	10.1	August 20, 2024
10.21	+	Form of Officer Performance-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, effective 2024	10-Q	10.4	October 31, 2024
10.22	+	Form of Officer Time-Based RSU Award pursuant to the Aptiv PLC Long-Term Incentive Plan, effective 2024	10-Q	10.5	October 31, 2024
10.23	+	Form of Non-Employee Director RSU Award Agreement pursuant to Aptiv PLC Long Term Incentive Plan, effective 2024	10-Q	10.6	October 31, 2024
10.24	+	Offer letter for Katherine H. Ramundo, dated December 12, 2020	10-Q	10.4	May 5, 2022
10.25	+	Offer letter for Benjamin Lyon, dated November 21, 2022	10-Q	10.2	May 4, 2023
10.26	+	Offer letter for Obed D. Louissaint, dated October 20, 2022	10-Q	10.2	May 2, 2024
19	*	Insider Trading Policies and Procedures
21.1	*	Subsidiaries of the Registrant
22	*	List of Guarantor Subsidiaries
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
97		Policy Relating to Recovery of Erroneously Awarded Compensation	10-K	97	February 6, 2024

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Filed herewith.

+ Management contract or compensatory plan or arrangement.

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/ Varun Laroyia
						By: Varun Laroyia
						Executive Vice President and Chief Financial Officer

Dated: February 7, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below as of February 7, 2025, by the following persons on behalf of the registrant and in the capacities indicated:



Signature						Title

/s/ Kevin P. Clark						Chairman and Chief Executive Officer (Principal Executive Officer)
Kevin P. Clark

/s/ Varun Laroyia						Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Varun Laroyia

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

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

/s/ Joseph L. Hooley						Director
Joseph L. Hooley

/s/ Vasumati P. Jakkal						Director
Vasumati P. Jakkal

/s/ Merit E. Janow						Director
Merit E. Janow

/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

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