Adient plc

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Adient plc (“Adient”) today announced that on October 1, 2026, Peter H. Carlin will resign from Adient’s board of directors and join Adient as Vice President, Finance. Additionally, the size of Adient’s board of directors will be reduced to seven members as of such date. Effective November 16, 2026, Mr. Carlin will be appointed as Executive Vice President and Chief Financial Officer (“CFO”) of Adient and will assume the duties as principal financial officer of Adient at that time. Mr. Carlin has served as a member of Adient’s board of directors since 2018. Mr. Carlin, age 54, previously served as Senior Technical Advisor at GameStop Corp. from 2023 to 2026, and as a Senior Analyst with Saddle Point Management, L.P., a private investment firm, from 2022 to 2023. Prior to joining Saddle Point, Mr. Carlin was a professional investor from 2020 to 2022 and served as Managing Director at Blue Harbour Group, L.P. (an investment management firm) from 2014 to 2020. Mr. Carlin was also a Managing Member of Estekene Capital from 2009 to 2013, a Deputy Portfolio Manager at Alson Capital and a Buyside Research Analyst at Sanford Bernstein & Co. Mr. Carlin began his career at Morgan Stanley in the Mergers & Acquisitions Group. Mr. Carlin also served as a director and a member of the Audit Committee, Nominating & Governance Committee and Risk Oversight Committee of Investors Bancorp, Inc. from 2017 to 2019. As Adient’s CFO, Mr. Carlin’s annual base salary will be $820,000; his target bonus award for fiscal year 2027 under Adient’s Annual Incentive Plan will be 100% of his annual base salary; and his target equity award for fiscal year 2027 established pursuant to Adient’s Long-Term Incentive Plan will be $4,250,000. Additionally, Mr. Carlin and Adient will enter into a Key Executive Severance and Change of Control Agreement, in substantially the form filed as Exhibit 10.12 to Adient’s Annual Report on Form 10-K for the fiscal year ended September 30, 2025. Concurrent with Mr. Carlin’s appointment on November 16, 2026, Mark A. Oswald will depart Adient as previously disclosed in the company’s Current Report on Form 8-K filed on July 10, 2026. There are no arrangements or understandings between Mr. Carlin and any other persons pursuant to which he was selected as an officer of Adient, he does not have any family relationships with any of Adient’s directors or executive officers, and he does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.