UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 3, 2008
LEAR CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation)
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1-11311
(Commission File Number)
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13-3386776
(IRS Employer Identification Number) |
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21557 Telegraph Road, Southfield, MI
(Address of principal executive offices)
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48033
(Zip Code) |
(248) 447-1500
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Section 5 — Corporate Governance and Management
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers
(b) On November 3, 2008, Mr. Vincent J. Intrieri, a director of Lear Corporation (the “Company”)
and Senior Managing Director of Icahn Capital LP, notified the Company of his resignation as a
director of the Company, effective immediately. Mr. Carl C. Icahn, Chief Executive Officer of
Icahn Capital LP, also submitted a letter to the Company in connection with Mr. Intrieri’s
resignation.
Copies of Mr. Intrieri’s resignation letter and Mr. Icahn’s letter to the Company are attached
hereto as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference.
Section 9 — Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
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Exhibit Description |
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99.1
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Resignation letter from Mr. Vincent J. Intrieri, dated November 3, 2008 |
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99.2
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Letter from Mr. Carl C. Icahn, dated November 3, 2008 |