| EXPLANATORY NOTE | ||||||||
| PART II | ||||||||
| INFORMATION REQUIRED IN THE REGISTRATION STATEMENT | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
As filed with the Securities and Exchange
Commission on May 23, 2001
Registration No. 333-16413
Delaware (State or Other Jurisdiction of Incorporation or Organization) |
13-3386776 (I.R.S. Employer Identification No.) |
|
21557 Telegraph Road Southfield, Michigan (Address of Principal Executive Offices) |
48086-5008 (Zip Code) |
Lear Corporation Long-Term Stock Incentive Plan
(Full Title of the Plan)
Joseph F. McCarthy
Vice President, Secretary and General Counsel
21557 Telegraph Road
Southfield, Michigan 48086-5008
(Name and Address of Agent for Service)
(248) 447-1500
(Telephone Number, Including Area Code, of Agent for Service)
In February 2001, the Board of Directors of Lear Corporation, a Delaware corporation (the “Registrant”), approved the amendment and restatement of the Lear Corporation Long-Term Stock Incentive Plan (the “Plan”). The Registrant’s stockholders subsequently approved the amendment and restatement of the Plan on May 3, 2001. The purpose of the amendment and restatement of the Plan was, among other things, to increase the number of shares of common stock of the Registrant reserved thereunder from 5,500,000 to 8,690,000, as described in the Definitive Proxy Statement filed by the Registrant on March 23, 2001, and hereby incorporated by reference. The text of the Plan is set forth as Appendix B to the Definitive Proxy Statement.
This Post-Effective Amendment (this “Amendment”) on Form S-8 amends the Registration Statement on Form S-8 filed on November 19, 1996 (file number 333-16413).
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Item 8. Exhibits
| Exhibit | ||
| Number | Description | |
4.1 |
Lear Corporation Long-Term Stock Incentive Plan, as amended and restated as of May 3, 2001 (Incorporated by reference to Appendix B to the Definitive Proxy Statement filed by the Registrant on March 23, 2001). | |
3
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Southfield, Michigan on the 23rd day of May, 2001.
| LEAR CORPORATION |
| By: /s/ Robert E. Rossiter Robert E. Rossiter President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Amendment to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ Kenneth L. Way* Kenneth L. Way |
Chairman of the Board | May 23, 2001 | ||
| /s/ Robert E. Rossiter Robert E. Rossiter |
President and Chief Executive Officer and Director (Principal Executive Officer) |
May 23, 2001 | ||
|
/s/ James H. Vandenberghe James H. Vandenberghe |
Vice Chairman | May 23, 2001 | ||
|
/s/ Donald J. Stebbins Donald J. Stebbins |
Senior Vice President and Chief Financial Officer (Principal Financial Officer) |
May 23, 2001 | ||
| /s/ David C. Wajsgras
David C. Wajsgras |
Vice President and Corporate Controller | May 23, 2001 | ||
| David Bing |
Director | |||
| /s/ Larry W. McCurdy*
Larry W. McCurdy |
Director | May 23, 2001 | ||
| Irma B. Elder |
Director | |||
| Roy E. Parrott |
Director | |||
| /s/ Robert W. Shower* Robert W. Shower |
Director | May 23, 2001 | ||
| /s/ David P. Spalding* David P. Spalding |
Director | May 23, 2001 | ||
| /s/ James A. Stern* James A. Stern |
Director | May 23, 2001 |
*Signed by James H. Vandenberghe, Attorney-
in-Fact, pursuant to Power of Attorney filed
with this Registration Statement No. 333-
16413.
| Exhibit | ||
| Number | Description | |
4.1 |
Lear Corporation Long-Term Stock Incentive Plan, as amended and restated as of May 3, 2001 (Incorporated by reference to Appendix B to the Definitive Proxy Statement filed by the Registrant on March 23, 2001). | |