SEC Comment Letter 0000000000-24-011808 to Aptiv PLC (APTV) (CIK 0001521332) (APTV)
Aptiv PLC (APTV) (CIK 0001521332)
Date: Oct. 22, 2024 · CIK: 0001521332 · Accession: 0000000000-24-011808
AI Filing Summary & Sentiment
File numbers found in text: 001-35346
Letter
October 22, 2024 Katherine Ramundo Chief Legal Officer Aptiv PLC 5 Hanover Quay Grand Canal Dock Dublin 2, Ireland Re:Aptiv PLC Preliminary Proxy Statement on Schedule 14A Filed October 15, 2024 File No. 001-35346 Dear Katherine Ramundo: We have reviewed your filing and have the following comment(s). Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response and any amendment you may file in response to this letter, we may have additional comments. Preliminary Proxy Statement on Schedule 14A filed October 15, 2024 General 1.We note your disclosure that the New Aptiv Shares will be issued pursuant to the exemption from registration provided by Section 3(a)(10) of the Securities Act. Please provide the legal analysis you used in determining the availability of the exemption. Please also revise your disclosure where appropriate in the proxy statement to discuss the exemption in further detail. Refer to Staff Legal Bulletin No. 3A. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Bradley Ecker at 202-551-4985 or Jay Ingram at 202-551-3397 with any other questions.
October 22, 2024 Page 2 Sincerely, Division of Corporation Finance Office of Manufacturing
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October 22, 2024
Katherine Ramundo
Chief Legal Officer
Aptiv PLC
5 Hanover Quay
Grand Canal Dock
Dublin 2, Ireland
Re:Aptiv PLC
Preliminary Proxy Statement on Schedule 14A
Filed October 15, 2024
File No. 001-35346
Dear Katherine Ramundo:
We have reviewed your filing and have the following comment(s).
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response and any amendment you may file in response to this
letter, we may have additional comments.
Preliminary Proxy Statement on Schedule 14A filed October 15, 2024
General
1.We note your disclosure that the New Aptiv Shares will be issued pursuant to the
exemption from registration provided by Section 3(a)(10) of the Securities Act. Please
provide the legal analysis you used in determining the availability of the exemption.
Please also revise your disclosure where appropriate in the proxy statement to discuss
the exemption in further detail. Refer to Staff Legal Bulletin No. 3A.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
Please contact Bradley Ecker at 202-551-4985 or Jay Ingram at 202-551-3397 with
any other questions.
October 22, 2024
Page 2
Sincerely,
Division of Corporation Finance
Office of Manufacturing