10q10k10q10k.net

What changed in Adient plc's 10-K — 2024 vs 2025

vs

Paragraph-level year-over-year comparison of Adient plc's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+355 added−334 removedSource: 10-K (2025-11-18) vs 10-K (2024-11-18)

Top changes in Adient plc's 2025 10-K

355 paragraphs added · 334 removed · 281 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

51 edited+8 added−18 removed62 unchanged
Biggest changeAdient intends to continue investing in its CPP to sustain and expand its market success and to leverage its existing modular and scalable systems and interchangeable components. Through the CPP strategy, Adient provides high quality products for its customers with market competitive cost and mass (low weight to improve fuel economy) while meeting their performance requirements.
Biggest changeThrough the CPP strategy, Adient provides high quality products for its customers with market competitive cost and mass (low weight to improve fuel economy) while meeting their performance requirements. Adient continues to use its CPP to advance Adient's lean manufacturing initiatives by providing standard, flexible processes that reduce complexity, inventory and floor space.
Diversity and Inclusion Adient strives to build a culture of diversity and inclusion through purchasing, human resource practices and policies and strives to eliminate discrimination and harassment in all its forms, including but not limited to discrimination against women, minorities and other protected groups.
Adient strives to build a culture of diversity and inclusion through purchasing, human resource practices and policies and strives to eliminate discrimination and harassment in all its forms, including but not limited to discrimination against women, minorities and other protected groups.
Globally, 100% of Adient’s facilities are internally audited and compliant, and 100% are also third-party audited and certified. Adient employees work together across the globe, sharing best practice ideas, procedures, and information regarding accidents and injuries. At Adient, every new machine, operation, building or workstation change requires a safety risk assessment.
Globally, 100% of Adient’s facilities are internally audited and compliant, and 98% are also third-party audited and certified. Adient employees work together across the globe, sharing best practice ideas, procedures, and information regarding accidents and injuries. At Adient, every new machine, operation, building or workstation change requires a safety risk assessment.
Adient also established in 2024 a new global Center of Excellence (“COE”) centrally addressing global supplier compliance and risk management; this COE is dedicated to continuously improving Adient’s processes, procedures and systems for vetting and performing supplier due diligence.
Adient also established in 2024 a global Center of Excellence (“COE”) centrally addressing global supplier compliance and risk management; this COE is dedicated to continuously improving Adient’s processes, procedures and systems for vetting and performing supplier due diligence.
Raw Materials Raw materials used by Adient in connection with its operations include steel, aluminum, polyurethane chemicals, fabrics, leather, vinyl and polypropylene. Continuing into fiscal 2024, the automotive industry has experienced volatility in commodity prices. This price volatility may continue into the future as demand increases and/or supply is constrained.
Raw Materials Raw materials used by Adient in connection with its operations include steel, aluminum, polyurethane chemicals, fabrics, leather, vinyl and polypropylene. Continuing into fiscal 2025, the automotive industry has experienced volatility in commodity prices. This price volatility may continue into the future as demand increases and/or supply is constrained.
In fiscal year 2024, Adient continued to expand the use of its proprietary Product Carbon Footprint Tool - data-based software that calculates the carbon footprint of a specific product based on its bill of materials - impacting designer, engineer and customer decisions and supporting its scope 3 emissions-reduction goal.
In fiscal year 2025, Adient continued to expand the use of its proprietary Product Carbon Footprint Tool — data-based software that calculates the carbon footprint of a specific product based on its bill of materials — impacting designer, engineer and customer decisions and supporting its scope 3 emissions-reduction goal.
Additionally, Adient has 6 joint venture partnerships with key OEMs, including Guangzhou Automobile Group Co., Ltd., Beijing Automobile Group Co., Ltd. and FAW Group Corporation. Further details regarding Adient's customers is provided in Part II, Item 8 of this Form 10-K in Note 1, "Organization and Summary of Significant Accounting Policies," of the notes to consolidated financial statements.
Additionally, Adient has 6 joint venture partnerships with key OEMs, including Guangzhou Automobile Group Co., Ltd., Beijing Automobile Group Co., Ltd. and FAW Group Corporation. Further details regarding Adient's customers is provided in Part II, Item 8 of this Form 10-K in Note 1, “Organization and Summary of Significant Accounting Policies,” of the notes to consolidated financial statements.
Item 1. Business Adient plc (“Adient”) is a global leader in the automotive seating supply industry with leading market positions in the Americas, Europe and China and maintains longstanding relationships with the largest global automotive original equipment manufacturers (“OEMs”).
Item 1. Business Adient plc (“Adient”) is a global leader in the automotive seating supply industry with leading market positions in the Americas, Europe and Asia and maintains longstanding relationships with the largest global automotive original equipment manufacturers (“OEMs”).
Adient updated its Ethics Policy in 2023 to address evolving laws and regulations, including those regarding sustainability, and in fiscal year 2024, 99% of Adient’s salaried workforce completed Adient’s annual Ethics Policy certification.
Adient updated its Ethics Policy in 2023 to address evolving laws and regulations, including those regarding sustainability, and in fiscal year 2025, 99% of Adient’s salaried workforce completed Adient’s annual Ethics Policy certification.
Tiltmann 52 Executive Vice President, Chief Legal and Human Resources Officer, and Corporate Secretary 2021 Michel P. Berthelin. Mr. Berthelin is the Executive Vice President, EMEA of Adient. Mr. Berthelin was the Vice President, EMEA of Delphi Technologies during 2018.
Tiltmann 53 Executive Vice President, Chief Legal and Human Resources Officer, and Corporate Secretary 2021 Michel P. Berthelin. Mr. Berthelin is the Executive Vice President, EMEA of Adient. Mr. Berthelin was the Vice President, EMEA of Delphi Technologies during 2018.
It operates through its wholly owned entities and 6 joint ventures (nonconsolidated and consolidated) with 37 manufacturing locations in 22 cities, which are supported by additional technical centers.
It operates through its wholly owned entities and six joint ventures (nonconsolidated and consolidated) with 37 manufacturing locations in 22 cities, which are supported by additional technical centers.
Adient designs, manufactures and markets a full range of seating systems and components for passenger cars, commercial vehicles and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles. Adient operates more than 200 wholly- and majority-owned manufacturing or assembly facilities, with operations in 29 countries. Additionally, Adient has partially-owned affiliates in China, Asia, Europe and North America.
Adient designs, manufactures and markets a full range of seating systems and components for passenger cars, commercial vehicles and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles. Adient operates approximately 200 wholly- and majority-owned manufacturing, assembly or sequencing facilities, with operations in 29 countries. Additionally, Adient has partially-owned affiliates in China, Asia, Europe and North America.
Because the attraction, development and retention of the employee base is significant to its business strategy, executive management provides frequent updates on these metrics to the Board of Directors.
Because the attraction, development and retention of the employee base is significant to its business strategy, executive management provides frequent updates on these topics to the Board of Directors.
The Board of Directors and senior managers ensures that Adient operates ethically and in accordance with applicable laws and regulations, and, as appropriate, they oversee and implement sustainability policies and strategies with input from a cross-functional team of subject matter experts across the organization.
The Board of Directors and senior managers ensure Adient operates ethically and in accordance with applicable laws and regulations; as appropriate, they oversee and implement sustainability policies and strategies with input from a cross-functional team of subject matter experts across the organization.
Information about Adient’s Executive Officers The following table sets forth certain information with respect to Adient's executive officers as of the date of this filing: Name Age Position(s) Held Year Appointed to Present Position Michel P. Berthelin 54 Executive Vice President, EMEA 2019 James Conklin 52 Executive Vice President, Americas 2022 Jerome J.
Information about Adient’s Executive Officers The following table sets forth certain information with respect to Adient's executive officers as of the date of this filing: Name Age Position(s) Held Year Appointed to Present Position Michel P. Berthelin 55 Executive Vice President, EMEA 2019 James Conklin 53 Executive Vice President, Americas 2022 Jerome J.
The SEC maintains an internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at www.sec.gov. The contents of these websites are not incorporated into this filing. Further, Adient's references to website URLs are intended to be inactive textual references only.
The SEC maintains an internet site that contains reports, proxy and information Adient plc | Form 10-K | 10 statements and other information regarding issuers that file electronically with the SEC at www.sec.gov. The contents of these websites are not incorporated into this filing. Further, Adient's references to website URLs are intended to be inactive textual references only.
During fiscal 2025, commodity prices and availability could fluctuate throughout the year and significantly affect Adient's results of operations.
During fiscal 2026, commodity prices and availability could fluctuate throughout the year and significantly affect Adient's results of operations.
Adient’s workforce composition (including employees at consolidated joint ventures), as of September 30, 2024, consists of approximately: • 46% work in the Americas, 41% work in EMEA and 13% work in Asia • 41% of the global workforce is female • 52% of employees in the U.S. have identified themselves as an ethnic minority Adient ensures its people are engaged and working collaboratively to achieve company goals through positive employee relations activities that focus on supporting employees and their families.
Adient’s workforce composition (including employees at consolidated joint ventures), as of September 30, 2025, consists of approximately: • 47% work in the Americas, 40% work in EMEA and 13% work in Asia • 41% of the global workforce is female • 54% of employees in the U.S. have identified themselves as an ethnic minority Adient ensures its people are engaged and working collaboratively to achieve company goals through positive employee relations activities that focus on supporting employees and their families.
AI technology is being pursued to reduce direct labor costs, improve accuracy and to ensure repeatable and reproducible results. Adient plc | Form 10-K | 4 Longstanding Customer Relationships with Leading Global OEMs Adient works with OEMs to develop complete seating solutions to meet consumer expectations for performance, safety and comfort.
AI technology is being pursued to reduce direct labor costs, improve accuracy and to ensure repeatable and reproducible results. Longstanding Customer Relationships with Leading Global OEMs Adient works with OEMs to develop complete seating solutions to meet consumer expectations for performance, safety and comfort.
Adient requires protective equipment, enforces comprehensive safety policies and procedures, and encourages employees and leaders to look regularly for ways to improve workplace safety. Adient has implemented and maintains a health and safety management system that is certified to the ISO 45001 Occupational Health and Safety standard.
Adient requires protective equipment, enforces comprehensive safety policies and procedures, and encourages employees and leaders to look Adient plc | Form 10-K | 9 regularly for ways to improve workplace safety. Adient has implemented and maintains a health and safety management system that is certified to the ISO 45001 Occupational Health and Safety standard.
Further details regarding Adient's commitments and contingencies is provided in Part II, Item 8 of this Form 10-K in Note 19, "Commitments and Contingencies," of the notes to consolidated financial statements.
Further details regarding Adient's commitments and contingencies are provided in Part II, Item 8 of this Form 10-K in Note 19, “Commitments and Contingencies,” of the notes to consolidated financial statements.
Adient plc | Form 10-K | 9 Health and Safety Adient is committed to protecting the safety and well-being of colleagues, customers, suppliers and people using its premises by providing and maintaining a safe working environment that protects both physical and mental well-being.
Health and Safety Adient is committed to protecting the safety and well-being of colleagues, customers, suppliers and people using its premises by providing and maintaining a safe working environment that protects both physical and mental well-being.
Engineering "in-sourcing" : Some OEMs are conducting the design and engineering internally and are selecting suppliers that have the capability to manufacture products on a worldwide basis and adapt to regional variations.
Engineering “in-sourcing” : Some OEMs are conducting the design and engineering internally and are selecting suppliers that have the capability to manufacture products on a worldwide basis and adapt to regional variations.
With more than 70,000 employees operating in more than 200 manufacturing and assembly plants in 29 countries worldwide, Adient produces and delivers automotive seating for all vehicle classes and all major OEMs. From complete seating systems to individual components, Adient’s manufacturing capabilities span every aspect of the automotive seat-making process.
With more than 65,000 employees operating in approximately 200 manufacturing, assembly or sequencing facilities in 29 countries worldwide, Adient produces and delivers automotive seating for all vehicle classes and all major OEMs. From complete seating systems to individual components, Adient’s manufacturing capabilities span every aspect of the automotive seat-making process.
He previously served as Vice President Investor Relations and Corporate Communication from 2018 to 2020 and Vice President Investor Relations from 2016 to 2018. Mr. Oswald held various investor relations and finance roles with General Motors, TRW Automotive and Ford Motor Company from 1994 to 2016. Gregory S. Smith. Mr.
He previously served as Vice President Investor Relations and Corporate Communication from 2018 to 2020 and Vice President Investor Relations from 2016 to 2018. Mr. Oswald held various investor relations and finance roles with General Motors, TRW Automotive and Ford Motor Company from 1994 to 2016. Adient plc | Form 10-K | 11 Gregory S. Smith. Mr.
Adient's practice is to identify potential regulatory and quality risks early in the design and development process and proactively manage them throughout the product lifecycle through the use of routine assessments, protocols, standards, performance measures and audits.
Adient's practice is to identify potential regulatory and quality Adient plc | Form 10-K | 7 risks early in the design and development process and proactively manage them throughout the product lifecycle through the use of routine assessments, protocols, standards, performance measures and audits.
Adient plc | Form 10-K | 6 Shorter Product Development Cycles As a result of new safety and environmental regulations, as well as a trend of more rapid customer preference changes, OEMs are requiring suppliers to respond faster with new designs and product innovations.
Shorter Product Development Cycles As a result of new safety and environmental regulations, as well as a trend of more rapid customer preference changes, OEMs are requiring suppliers to respond faster with new designs and product innovations.
Adient plc | Form 10-K | 8 In addition, Adient has set a goal to attribute 100% of the electricity consumed at its sites worldwide to renewable sources by 2035. Several of Adient’s sites already generate renewable electricity on-site via solar panel installations, and more than 60 Adient sites now consume electricity from a renewable source.
In addition, Adient has set a goal to attribute 100% of the electricity consumed at its manufacturing sites worldwide to renewable sources by 2035. Several of Adient’s sites already generate renewable electricity on-site via solar panel installations, and roughly 60 Adient sites now consume electricity from a renewable source.
Prior to that, he had various roles of increasing responsibility with Johnson Controls, Inc., Adient plc | Form 10-K | 11 including Vice President of Operations and Executive Director, Continuous Improvement and Best Business Practices, as well as leadership positions within Advanced Manufacturing, Lean Manufacturing, Operations and Quality. Jerome J. Dorlack. Mr.
Prior to that, he had various roles of increasing responsibility with Johnson Controls, Inc., including Vice President of Operations and Executive Director, Continuous Improvement and Best Business Practices, as well as leadership positions within Advanced Manufacturing, Lean Manufacturing, Operations and Quality. Jerome J. Dorlack. Mr. Dorlack is the President and Chief Executive Officer and a Director of Adient. Mr.
Dorlack is the President and Chief Executive Officer and a Director of Adient. Mr. Dorlack served as Executive Vice President and Chief Financial Officer of Adient from 2022 to 2023, Executive Vice President, Americas of Adient from 2019 to 2022 and Vice President and Chief Purchasing Officer of Adient from 2018 to 2019.
Dorlack served as Executive Vice President and Chief Financial Officer of Adient from 2022 to 2023, Executive Vice President, Americas of Adient from 2019 to 2022 and Vice President and Chief Purchasing Officer of Adient from 2018 to 2019.
Dorlack 44 President and Chief Executive Officer 2024 James J. Huang 63 Executive Vice President, APAC 2019 Stephanie S. Marianos 56 Executive Vice President, Global IT & Business Services and Sustainability 2024 Mark A. Oswald 58 Executive Vice President and Chief Financial Officer 2024 Gregory S. Smith 56 Senior Vice President and Chief Accounting Officer 2019 Heather M.
Dorlack 45 President and Chief Executive Officer 2024 James J. Huang 64 Executive Vice President, APAC 2019 Stephanie S. Marianos 57 Executive Vice President, Global IT & Business Services and Sustainability 2024 Mark A. Oswald 59 Executive Vice President and Chief Financial Officer 2024 Gregory S. Smith 57 Senior Vice President and Chief Accounting Officer 2019 Heather M.
Industry The Automotive Seating industry provides OEMs with complete seats on a "just-in-time" or "in-sequence" basis. Seats are assembled to specific order and delivered on a predetermined schedule directly to an automotive assembly line.
Industry The Automotive Seating industry provides OEMs with complete seats on a “just-in-time” or “in-sequence” basis. Seats are assembled to specific order and delivered on a predetermined schedule directly to an automotive assembly line.
Adient's product development practices also entail leveraging low cost country development centers in India, China, Czech Republic and Slovakia. Development Centers Plymouth (USA) Trencin (Slovakia) Burscheid (Germany) Yokohama (Japan) Solingen (Germany) Chongqing (China) Kaiserslautern (Germany) Ceska Lipa (Czech Republic) Ansan (South Korea) Pune (India) Leadership Position in China Adient is a leading supplier of "just-in-time" seating in China.
Adient's product development practices also entail leveraging low cost country development centers in India, China, Czech Republic, Mexico and Slovakia. Development Centers Ansan (South Korea) Plymouth (USA) Burscheid (Germany) Pune (India) Ceska Lipa (Czech Republic) Querétaro (Mexico) Chongqing (China) Trenčín (Slovakia) Kaiserslautern (Germany) Yokohama (Japan) Leadership Position in China Adient is a leading supplier of “just-in-time” seating in China.
Adient set a goal of reducing its scope 1 and 2 greenhouse gas emissions 75% by 2030 (with 2019 as the base year), and continues to make progress toward that goal. In 2023, Adient expanded its goal with a longer term target of achieving carbon neutrality at its manufacturing sites for scope 1 and 2 greenhouse gas emissions by 2040.
Adient set a goal of reducing its scope 1 and 2 greenhouse gas emissions 75% by 2030 (with 2019 as the base year) and continues to make progress toward that goal. Additionally, by 2040, Adient aspires to achieve carbon neutrality at its manufacturing sites for scope 1 and 2 greenhouse gas emissions.
Products Sustainability has been an inherent part of product development and innovation at Adient for more than three decades, and customers’ sustainability targets are closely tracked to ensure its efforts align with the needs and goals of its customers.
Adient plc | Form 10-K | 8 Products Sustainability has been an inherent part of product development and innovation at Adient for more than three decades, and Adient closely tracks its customers’ sustainability targets and requirements to ensure its efforts align with their needs and goals.
In fiscal year 2024, Adient updated its Human Rights Policy Statement; this document — as well as Adient’s Commitment to Diversity, Equity and Inclusion document — emphasize Adient’s commitment to protecting the safety, well-being and human rights of its people while driving a diverse and inclusive work culture.
In fiscal year 2024, Adient updated its Human Rights Policy Statement; this document emphasizes Adient’s commitment to protecting the safety, well-being and human rights of its people while driving a diverse and inclusive work culture. Adient provides updates to the Board of Directors on diversity and inclusion initiatives and shares information on initiatives and metrics in its annual sustainability report.
Product Innovation and Process Leadership Adient has a strong record for developing winning product and process technologies over many years, which has created a competitive advantage for Adient and its customers. Management expects to increase investment in innovation. Adient utilizes a global Core Product Portfolio, or CPP, strategy for part and design reuse in all of its product applications.
Adient plc | Form 10-K | 4 Product Innovation and Process Leadership Adient has a strong record for developing winning product and process technologies over many years, which has created a competitive advantage for Adient and its customers. Management expects to increase investment in innovation.
Adient plc | Form 10-K | 7 Most works of authorship produced for Adient, such as computer programs, catalogs and sales literature, carry appropriate notices indicating Adient's claim to copyright protection under U.S. law and appropriate international treaties.
Adient's trademarks are registered or otherwise legally protected in the United States and many non-U.S. countries where products and services of Adient are sold. Most works of authorship produced for Adient, such as computer programs, catalogs and sales literature, carry appropriate notices indicating Adient's claim to copyright protection under U.S. law and appropriate international treaties.
As noted in Adient’s recently updated Deforestation Commitment and natural resources webpage, Adient is making progress on its commitments in procuring forest risk commodities from more sustainable sources to reduce the impact on deforestation and protect natural habitats globally.
Adient’s Deforestation Commitment and natural resources webpage includes information on Adient’s commitments and progress toward procuring forest risk commodities from more sustainable sources to reduce the impact on deforestation and protect natural habitats globally. The contents of this webpage are not incorporated into this filing.
In the development process, key downstream elements of the product are locked in, including material costs, plant conversion costs, quality characteristics and certain technical requirements.
This will yield reductions in development time, product cost and investment. Global Development Network Adient participates in innovating and developing key competitive differentiators in the automotive seating business. In the development process, key downstream elements of the product are locked in, including material costs, plant conversion costs, quality characteristics and certain technical requirements.
The Executive Vice President, Chief Legal and Human Resources Officer, and Corporate Secretary, reporting directly to the Chief Executive Officer (“CEO”), oversees Adient’s global talent processes to attract, develop and retain the most valuable asset - its employees. Adient has more than 70,000 employees worldwide who represent a wide variety of backgrounds.
The highest levels of Adient’s management drive these practices with the alignment and support of all levels within the organization. The Executive Vice President, Chief Legal and Human Resources Officer, and Corporate Secretary, reporting directly to the Chief Executive Officer (“CEO”), oversees Adient’s global talent processes to attract, develop and retain the most valuable asset - its employees.
Adient regularly communicates its targets and actions related to sustainability to stakeholders through SEC filings, media releases, adient.com website, quarterly earnings reports and the annual corporate sustainability report. Production Processes Adient remains committed to improving sustainability in its global operations and utilizing standardized processes to reduce energy consumption, conserve water and generate less waste and emissions at facilities globally.
Production Processes Adient remains committed to improving sustainability in its global operations and utilizing standardized processes to reduce energy consumption, conserve water, and generate less waste and emissions at its sites globally.
To help meet this need, Adient has developed products such as the Soft Back Panel and Soft Side Valance components, which integrate up to 70% recycled polyethylene terephthalate (“PET”) while improving knee clearance and reducing the weight of each seat by as much as 2 kg.
To help meet this need, Adient has developed products such as the Soft Back Panel and Soft Side Valance components, which integrate up to 70% recycled polyethylene terephthalate (“PET”) content, and Shell Foam™, which leverages lower-emission polyurethane (“PUR”) foam formulations and recycled polyester.
Adient has a number of global and regional development programs, growing employees at multiple stages in their career. Through these programs, Adient is investing in the long-term success of employees, helping them develop skills and leadership acumen based on current needs and in anticipation of future needs.
Through these programs, Adient is investing in the long-term success of employees, helping them develop skills and leadership acumen based on current needs and in anticipation of future needs. In addition to local development programs, Adient makes a substantial investment in employee development through its partnership with the University of Michigan’s Ross School of Business.
While seating systems are not largely impacted by the shift to EVs, key attributes of seat design are evolving as the market pivots toward EVs.
The rollout of EVs platforms vary across the regions with factors such as pricing, affordability, government incentives, infrastructure and overall consumer acceptance influencing the pace of adoption. While seating systems are not largely impacted by the shift to EVs, key attributes of seat design are evolving as the market pivots toward EVs.
Through this partnership, Adient plc | Form 10-K | 10 Adient offers two programs: Adient Accelerate, a leadership development program for director-level employees that is now in its fourth year, and Adient Leadership and Performance Skills (“ALPS”), a new program in fiscal year 2024.
Through this partnership, Adient offers two global programs: Adient Accelerate, a leadership development program for director-level employees that is now in its fourth year, and Adient Leadership and Performance Skills (“ALPS”), a program for mid-level managers. These programs are thoughtfully curated to build the essential leadership capabilities needed to navigate Adient’s current priorities and future challenges.
Adient understands that, like customers, employees and potential employees have choices of where to work, and Adient must compete for the best talent. Adient supports employee development in multiple ways. Adient has a global performance management process through which employees provide a self-assessment and managers provide evaluation and feedback on performance. This process informs employee development goals.
Adient has a global performance management process through which employees provide a self-assessment and managers provide evaluation and feedback on performance. This process informs employee development goals. Adient has a number of global and regional development programs, growing employees at multiple stages in their career.
Adient is able to leverage its position as the market leader in Europe, North America and China to grow in other markets, such as Southeast Asia. Adient plc | Form 10-K | 5 • Vertical integration.
Adient is able to leverage its position as the market leader in Europe, North America and China to grow in other markets, such as Southeast Asia. • Vertical integration. Adient's operations provide opportunities for continued vertical integration in areas that could enhance Adient's capabilities, expand profit margins and grow revenues with customers who employ component sourcing strategies.
Electric Vehicles Electric vehicles (“EVs”) continue to be a focus in the global automotive industry driven by a variety of product offerings from legacy manufacturers and from new entrants. The rollout of EVs platforms vary across the regions with factors such as pricing, affordability, government incentives, infrastructure and overall consumer acceptance influencing the pace of adoption.
Adient plc | Form 10-K | 6 Electric Vehicles Electric vehicles (“EVs”) continue to be a focus in the global automotive industry driven by a variety of product offerings from legacy manufacturers and from new entrants.
Adient's technologies extend into virtually every area of automotive seating solutions including complete seating systems, frames, mechanisms, foam, head restraints, armrests and trim covers.
Product/Systems Adient designs and manufactures a full range of seating systems and components for passenger cars, commercial vehicles and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles. Adient's technologies extend into virtually every area of automotive seating solutions including complete seating systems, frames, mechanisms, foam, head restraints, armrests Adient plc | Form 10-K | 5 and trim covers.
Additionally, Adient is proud to support women-, minority- and veteran-owned businesses by spending more than $1 billion with diverse suppliers every year. Human Capital Resources Adient's ability to sustain and grow its business requires it to hire, retain and develop a highly skilled and diverse workforce.
Human Capital Resources Adient's ability to sustain and grow its business requires it to hire, retain and develop a highly skilled and diverse workforce. Adient values character and integrity as much as qualifications and fosters an empowerment culture where employees have ownership in business outcomes.
Removed
Adient continues to use its CPP to advance Adient's lean manufacturing initiatives by providing standard, flexible processes that reduce complexity, inventory and floor space. This will yield reductions in development time, product cost and investment. Global Development Network Adient participates in innovating and developing key competitive differentiators in the automotive seating business.
Added
Adient utilizes a global Core Product Portfolio, or CPP, strategy for part and design reuse in all of its product applications. Adient intends to continue investing in its CPP to sustain and expand its market success and to leverage its existing modular and scalable systems and interchangeable components.
Removed
Adient's operations provide opportunities for continued vertical integration in areas that could enhance Adient's capabilities, expand profit margins and grow revenues with customers who employ component sourcing strategies. Product/Systems Adient designs and manufactures a full range of seating systems and components for passenger cars, commercial vehicles and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles.
Added
In recent years, Adient’s innovative products have emphasized safety and comfort, and incorporated lighter, slimmer and more environmentally friendly materials than traditional seating products. Refer to the Sustainability section below for additional information.
Removed
Adient's trademarks are registered or otherwise legally protected in the United States and many non-U.S. countries where products and services of Adient are sold.
Added
Adient regularly communicates its targets and actions related to sustainability to stakeholders through SEC filings, media releases, its adient.com website, quarterly earnings reports, and its annual corporate sustainability report.
Removed
Some fiscal year 2024 examples of how Adient is reducing emissions and improving sustainability in its operations include: • Identifying and repairing air leaks in pneumatic plant assembly lines. • Recovering waste heat from air compressors and using it to help warm buildings. • Installing wireless communication modules to automatically shut down fans when not needed. • Optimizing how foam mold temperature machines are connected in parallel to ensure only heating the necessary number of machines. • Optimizing packaging and delivery routes to reduce waste and fuel usage. • Replacing liquefied petroleum gas (“LPG”) and diesel forklifts with electric forklifts at the end of their life cycle.
Added
Some fiscal year 2025 examples of how Adient is reducing emissions and improving sustainability in its operations include: • Developing a comprehensive companywide energy management tool kit with step-by-step guidance, best practices, and executed continuous improvement project examples to help Adient manufacturing sites reduce energy use and related emissions. • Implementing a five-year global water management strategy to reduce water consumption, mitigate water-related risks, and enhance operational resilience. • Identifying and repairing air leaks in compressed-air systems to optimize compressor efficiency and reduce energy use. • Installing LED lighting, occupancy sensors, daylight-harvesting controls, and other demand-based lighting controls to significantly improve lighting efficiency. • Optimizing packaging and streamlining freight operations to cut packaging waste and reduce fuel usage. • Reducing foam scrap, optimizing leather cutting processes, and transitioning to returnable containers to minimize waste sent to the landfill. • Installing dual-flush toilets, aerators, and water re-use systems and processes to reduce water consumption.
Removed
Adient has also developed an innovative, EV-ready concept seat - the Pure Essential - that combines a high degree of comfort with a sleek appearance while reducing cost, complexity, weight and the seat’s overall carbon footprint.
Added
Adient has also developed Pure Ergonomics — a slim, resource-efficient seat that incorporates sustainable materials such as recycled PET trim, low-carbon recycled PUR foam, and low-emission steel. The Pure Ergonomics seat achieves a 5% reduction in weight, 46% recycled content, and improved disassembly and recyclability compared to conventional seat models.
Removed
The Pure Essential seat promotes product circularity by using just two primary eco-friendly material types: green steel for the seat structure and recyclable polyester for comfort features and trim covers.
Added
Adient has more than 65,000 employees worldwide who represent a wide variety of backgrounds.
Removed
Adient values character and integrity as much as qualifications and fosters an empowerment culture where employees have ownership in business outcomes. The highest levels of Adient’s management drive these practices with the alignment and support of all levels within the organization.
Added
Diversity and Inclusion Adient recognizes diversity and inclusion are essential to the success of our business and that living these values encourages different perspectives, ignites innovation and creativity, increases employee engagement, and strengthens partnerships with our customers, suppliers and stakeholders.
Removed
Adient President and CEO Jerome Dorlack signed the "CEO Action for Diversity & Inclusion" pledge promulgated by the CEO Action for Diversity & Inclusion initiative, the largest CEO-driven business commitment to advance diversity and inclusion in the workplace. In addition, Adient is a member of the Center for Automotive Diversity, Inclusion and Advancement (“CADIA”).
Added
Succession and Talent Development Adient believes that attracting, developing, motivating and retaining employees is key to sustainable and profitable growth. Adient understands that, like customers, employees and potential employees have choices of where to work, and Adient must compete for the best talent. Adient supports employee development in multiple ways.
Removed
Guided by its diversity and inclusion vision and mission, Adient developed global focus areas, including developing, engaging, and attracting diverse talent at all levels of the organization, including the leadership level, over the next three years, ensuring there is equity in people and pay practices, and continuing to develop and refine our people metrics.
Removed
Adient provides updates to the Board of Directors on diversity initiatives and shares information on initiatives and metrics in its annual sustainability report.
Removed
Since success in this area requires listening to diverse voices, Adient established diversity and inclusion councils in each of its three business regions: 1) the Americas, which is inclusive of North America and South America; 2) Europe, the Middle East and Africa (“EMEA”) and 3) Asia Pacific/China (“Asia”).
Removed
These councils drive strategic and tactical actions in the areas of talent acquisition and retention, communications and employee feedback, training and education, metrics and key performance indicators, and Adient’s diverse and employee-led business resource groups (“BRGs”).
Removed
While the three councils primarily work within their regions, they also communicate and collaborate across regions to ensure alignment and progress toward enterprise-wide diversity and inclusion goals. Additionally, Adient has periodic global online training for all salaried employees focused on diversity and inclusion.
Removed
In addition to frequent workshops and panel discussions, in fiscal year 2024 Adient launched a four-part manager training series facilitated by CADIA. In 2024, Adient employees launched one new BRG in the Americas region, the Mission*Integrity*Leadership BRG, as well as one new affinity group, the Technology Professionals Society.
Removed
These two groups join Adient’s five other Americas BRGs: Hispanic Origins • Latino Ancestry BRG, African Ancestry BRG, South Asian Community BRG, True Colors Network, and Women’s Resource Network.
Removed
Adient continues to develop and refine its initiatives to achieve its diversity and inclusion vision of being a premier employer that champions an inclusive and equitable work culture enriched by diversity, where all employees are valued and respected. Succession and Talent Development Adient believes that attracting, developing, motivating and retaining employees is key to sustainable and profitable growth.
Removed
Adient makes a substantial investment in employee development through its partnership with the University of Michigan’s Ross School of Business.
Removed
The ALPS program is targeted to providing mid-level managers the leadership skills and competency to address Adient’s current and future challenges.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

77 edited+26 added−6 removed158 unchanged
Biggest changeFurther European legislation is requiring extensive value chain diligence for forest related commodities to ensure goods do not result from recent deforestation, forest degradation or breaches of local law. Also, certain customers are beginning to require that Adient provide information on its plans and goals relating to certain climate-related matters such as carbon and greenhouse gas emissions and renewable energy.
Biggest changeEmerging European legislation is requiring detailed emissions data reporting for imported carbon intensive commodities, subject to financial payment mechanisms after a transition period. Further European legislation is requiring extensive value chain diligence for forest related commodities to ensure goods do not result from recent deforestation, forest degradation or breaches of local law.
Any of the following could adversely impact Adient's results of operations: the inability of Adient to execute continued turnaround actions to improve profitability; the loss of, or changes in, automobile supply contracts, sourcing strategies or customer claims with Adient's major customers or suppliers; increased freight or shipping costs resulting from extreme weather conditions or supply chain disruptions, lack of commodity availability and unfavorable commodity pricing; start-up expenses associated with new vehicle programs or delays or cancellations of such programs; underutilization of Adient's manufacturing facilities, which are generally located near, and devoted to, a particular customer's facility; inability to recover engineering and tooling costs; market and financial consequences of any recalls that may be required on products that Adient has supplied or sold into the automotive aftermarket; delays or difficulties in new product development and integration; quantity and complexity of new program launches, which are subject to Adient's customers' timing, performance, design and quality standards; interruption of supply of certain single-source components; the potential introduction of similar or superior technologies; changing nature and prevalence of Adient's joint ventures and relationships with its strategic business partners; global overcapacity and vehicle platform proliferation; and the implementation of new internal control systems and procedures that fail to achieve accurate financial reporting or that fail to prevent fraudulent activity (such as vendor payments to fraudulent bank accounts).
Any of the following could adversely impact Adient's results of operations: the inability of Adient to execute continued actions to improve profitability; the loss of, or changes in, automobile supply contracts, sourcing strategies or customer claims with Adient's major customers or suppliers; increased freight or shipping costs resulting from extreme weather conditions or supply chain disruptions, lack of commodity availability and unfavorable commodity pricing; start-up expenses associated with new vehicle programs or delays or cancellations of such programs; underutilization of Adient's manufacturing facilities, which are generally located near, and devoted to, a particular customer's facility; inability to recover engineering and tooling costs; market and financial consequences of any recalls that may be required on products that Adient has supplied or sold into the automotive aftermarket; delays or difficulties in new product development and integration; quantity and complexity of new program launches, which are subject to Adient's customers' timing, performance, design and quality standards; interruption of supply of certain single-source components; the potential introduction of similar or superior technologies; changing nature and prevalence of Adient's joint ventures and relationships with its strategic business partners; global overcapacity and vehicle platform proliferation; and the implementation of new internal control systems and procedures that fail to achieve accurate financial reporting or that fail to prevent fraudulent activity (such as vendor payments to fraudulent bank accounts).
Adient's profitability and results of operations may be adversely affected by a significant failure or inability to comply with the specifications and manufacturing requirements of its OEM customers or by program launch difficulties. Adient's business faces the production demands and requirements of its OEM customers, as described in Item 1, "Business" of this Annual Report on Form 10-K.
Adient's profitability and results of operations may be adversely affected by a significant failure or inability to comply with the specifications and manufacturing requirements of its OEM customers or by program launch difficulties. Adient's business faces the production demands and requirements of its OEM customers, as described in Item 1, “Business” of this Annual Report on Form 10-K.
Although Adient cannot assure that the future costs of warranty claims by its customers and product liability claims will not be material, Adient believes its established reserves are adequate to cover potential settlements. Adient's reserves are based on Adient's best estimates of amounts necessary to settle future and existing claims.
Although Adient cannot assure that the future costs of warranty and product recall claims by its customers and product liability claims will not be material, Adient believes its established reserves are adequate to cover potential settlements. Adient's reserves are based on Adient's best estimates of amounts necessary to settle future and existing claims.
Adient faces an inherent business risk of exposure to warranty claims and product liability in the event that its products fail to perform as expected and, in the case of product liability, such failure of its products results, or is alleged to result, in bodily injury and/or property damage.
Adient faces an inherent business risk of exposure to warranty and product recall claims and product liability in the event that its products fail to perform as expected and, in the case of product liability, such failure of its products results, or is alleged to result, in bodily injury and/or property damage.
Additionally, changes in tax laws in Ireland, the U.S. or in other countries where Adient has significant operations could materially affect deferred tax assets and liabilities on Adient's statements of financial position and income tax provision on Adient's statements of income.
Additionally, changes in tax laws in Ireland, the U.S. or in other countries where Adient has significant operations could materially affect deferred tax assets and liabilities on Adient's statements of financial position and income tax provision on Adient's statements of income (loss).
A trade war, other governmental action related to tariffs or international trade agreements, changes in U.S. social, political, regulatory and economic conditions or in laws and policies governing foreign trade, manufacturing, development and investment in the territories and countries where Adient currently manufactures and sells products, and any resulting negative sentiments towards the U.S. as a result of such changes, likely would have an adverse effect on Adient's business, financial condition or results of operations.
Further governmental action related to tariffs or international trade agreements, a trade war, changes in U.S. social, political, regulatory and economic conditions or in laws and policies governing foreign trade, manufacturing, development and investment in the territories and countries where Adient currently manufactures and sells products, and any resulting negative sentiments towards the U.S. as a result of such changes, would likely have an adverse effect on Adient's business, financial condition or results of operations.
Under Irish law, Adient will be able to declare dividends and make distributions only out of "distributable reserves." Distributable reserves are the accumulated realized profits of Adient that have not previously been utilized in a distribution or capitalization less accumulated realized losses that have not previously been written off in a reduction or reorganization of capital, and include reserves created by way of a reduction of capital, including the share premium account.
Under Irish law, Adient will be able to declare dividends and make distributions only out of “distributable reserves.” Distributable reserves are the accumulated realized profits of Adient that have not previously been utilized in a distribution or capitalization less accumulated realized losses that have not previously been written off in a reduction or reorganization of capital, and include reserves created by way of a reduction of capital, including the share premium account.
While some of these input cost increases have moderated in fiscal 2024, other exposures will likely continue into fiscal 2025 and perhaps further into the future. This environment of significant price volatility has resulted in, and may continue to result in, increased costs for Adient that may not be, or may only be partially, offset.
While some of these input cost increases have moderated in fiscal 2025, other exposures will likely continue into fiscal 2026 and perhaps further into the future. This environment of significant price volatility has resulted in, and may continue to result in, increased costs for Adient that may not be, or may only be partially, offset.
Additionally, any unplanned turnover or inability to attract and retain key employees could have a negative effect on Adient's results of operations. Further, certain of the recent austerity measures related to employee compensation, along with the on-going unpredictability of production schedules, could result in employees pursuing other employment opportunities outside of Adient.
Additionally, any unplanned turnover or inability to attract and retain key employees could have a negative effect on Adient's results of operations. Further, certain of the past austerity measures related to employee compensation, along with the on-going unpredictability of production schedules, could result in employees pursuing other employment opportunities outside of Adient.
Adient strives to offset the impact of lower production volumes through improved operational performance, including commercial negotiations with Adient’s customers and vendors and through other operational improvements that Adient can influence, however there is no guarantee that Adient will be able to sufficiently offset the impact of lower production volumes or to avoid more significant restructuring actions.
Adient strives to offset the impact of lower production volumes and price reductions through improved operational performance, including commercial negotiations with Adient’s customers and vendors and through other operational improvements that Adient can influence, however there is no guarantee that Adient will be able to sufficiently offset the impact of lower production volumes, price reductions, or avoid more significant restructuring actions.
In each of the last six fiscal years, Adient announced restructurings related to cost reduction initiatives, which included workforce reductions, plant closures and asset impairments. Adient may undertake additional restructuring actions, including plant closures and workforce reductions in the future, particularly in EMEA where Adient is closely monitoring macroeconomic conditions and customer production plans.
In each of the last seven fiscal years, Adient announced restructurings related to cost reduction initiatives, which included workforce reductions, plant closures and asset impairments. Adient may undertake additional restructuring actions, including plant closures and workforce reductions in the future, particularly in EMEA where Adient is closely monitoring macroeconomic conditions and customer production plans.
Adient may incur material losses and costs as a result of warranty claims and product liability actions that may be brought against Adient.
Adient may incur material losses and costs as a result of warranty and product recall claims and product liability actions that may be brought against Adient.
For example, Adient has recorded mark-to-market adjustments on the revaluation of its pension obligations that have significantly impacted its overall results the past two years. Generally accepted accounting principles in the U.S. require that Adient calculate income or expense for the plans using actuarial valuations.
For example, Adient has recorded mark-to-market adjustments on the revaluation of its pension obligations that have significantly impacted its overall results in the past. Generally accepted accounting principles in the U.S. require that Adient calculate income or expense for the plans using actuarial valuations.
If Adient incurs more debt in the future and does not retire existing debt, the risks described above could increase. Adient's debt obligations could adversely affect Adient's business, profitability and the ability to meet its obligations. As of September 30, 2024, Adient's total consolidated indebtedness approximated $2.4 billion.
If Adient incurs more debt in the future and does not retire existing debt, the risks described above could increase. Adient's debt obligations could adversely affect Adient's business, profitability and the ability to meet its obligations. As of September 30, 2025, Adient's total consolidated indebtedness approximated $2.4 billion.
These provisions include, among others: (i) the power for the Board of Directors to issue and allot preferred shares or implement a shareholder rights plan without shareholder approval in certain circumstances; (ii) a provision similar to Section 203 of the Delaware General Corporation Law, which provides that, subject to limited exceptions, persons that acquire, or are affiliated with a person that acquires, more than 15 percent of the outstanding ordinary shares of Adient shall not engage in any business combination with Adient, including by merger, consolidation or acquisitions of additional shares, for a three-year period following the date on which that person or its affiliates becomes the holder of more than 15 percent of Adient's outstanding ordinary shares; (iii) rules Adient plc | Form 10-K | 25 regarding how shareholders may present proposals or nominate directors for election at shareholder meetings; and (iv) the ability of the Adient Board of Directors to fill vacancies on the Board of Directors in certain circumstances.
These provisions include, among others: (i) the power for the Board of Directors to issue and allot preferred shares or implement a shareholder rights plan without shareholder approval in certain circumstances; (ii) a provision similar to Section 203 of the Delaware General Corporation Law, which provides that, subject to limited exceptions, persons that acquire, or are affiliated with a person that acquires, more than 15 percent of the outstanding ordinary shares of Adient shall not engage in any business combination with Adient, including by merger, consolidation or acquisitions of additional shares, for a three-year period following the date on which that person or its affiliates becomes the holder of more than 15 percent of Adient's outstanding ordinary shares; (iii) rules regarding how shareholders may present proposals or nominate directors for election at shareholder meetings; and (iv) the ability of the Adient Board of Directors to fill vacancies on the Board of Directors in certain circumstances.
These disruptions have moderated in fiscal 2024, but supply chains remain fragile and, in the past have led to unplanned downtime at Adient's production facilities, often with very little warning, which created operating inefficiencies and limited Adient's ability to adequately mitigate such inefficiencies.
These disruptions have moderated in fiscal 2025, but supply chains remain fragile and, in the past have led to unplanned downtime at Adient's production facilities, often with very little warning, which created operating inefficiencies and limited Adient's ability to adequately mitigate such inefficiencies.
The decrease in EMEA’s fair value is driven by lower forecasted vehicle volumes from weakening consumer demand, slower consumer adoption of electric vehicles, overcapacity in the industry resulting in pricing pressure, intensifying competition from Chinese imports and lower exports to China from EMEA as domestic brands expand in China.
The decrease in EMEA’s fair value is driven by lower forecasted vehicle volumes from weakening consumer demand due in part to vehicle affordability, slower consumer adoption of electric vehicles, overcapacity in the industry resulting in pricing pressure, intensifying competition from Chinese imports and lower exports to China from EMEA as domestic brands expand in China.
As discussed in greater detail below, any future distress in the industries and/or markets where Adient competes could negatively affect Adient's revenues and financial performance in future periods, result in future restructuring charges, and adversely impact Adient's ability to grow or sustain its businesses. The global automotive industry has recently experienced uncertainties due to changing macroeconomic conditions.
As discussed in greater detail below, any future distress in the industries and/or markets where Adient competes could negatively affect Adient's revenues and financial performance in future periods, result in future restructuring charges, and adversely impact Adient's ability to grow or sustain its businesses. The global automotive industry has continued to experience uncertainties due to changing macroeconomic conditions.
As a result, Adient may experience reductions in orders from these customers, incur write-offs of accounts receivable, incur impairment charges or require additional restructuring actions beyond its current restructuring plans, particularly if any of the automakers cannot adequately fund their operations or experience financial distress.
Adient may also experience reductions in orders from these customers, incur write-offs of accounts receivable, incur impairment charges or require additional restructuring actions beyond its current restructuring plans, particularly if any of the automakers cannot adequately fund their operations or experience financial distress.
There exists the possibility that such claims may have an adverse impact on Adient's results of operations that is greater than Adient anticipates, and/or negatively affect Adient's reputation. A downgrade in the ratings of Adient's debt capital could restrict Adient's ability to access the debt capital markets and increase Adient's interest costs.
There exists the possibility that such claims may have an adverse impact on Adient's results of operations that is greater than Adient anticipates, and/or negatively affect Adient's reputation. Adient plc | Form 10-K | 21 A downgrade in the ratings of Adient's debt capital could restrict Adient's ability to access the debt capital markets and increase Adient's interest costs.
In addition, these arrangements may cause Adient to be slower to detect compliance related Adient plc | Form 10-K | 14 problems and make its design of effective internal controls more challenging. Each of these challenges may be more costly to implement, and the risk of failure potentially higher, than would be the case in a more centralized structure.
In addition, these arrangements may cause Adient to be slower to detect compliance related problems and make its design of effective internal controls more challenging. Each of these challenges may be more costly to implement, and the risk of failure potentially higher, than would be the case in a more centralized structure.
Depending on the terms under which Adient supplies products to an auto manufacturer, an auto manufacturer may attempt to hold Adient responsible for some or all of the repair or Adient plc | Form 10-K | 19 replacement costs of defective products under new vehicle warranties, when the vehicle manufacturer asserts that the product supplied did not perform as warranted.
Depending on the terms under which Adient supplies products to an auto manufacturer, an auto manufacturer may attempt to hold Adient responsible for some or all of the repair or replacement costs of defective products under new vehicle warranties, when the vehicle manufacturer asserts that the product supplied did not perform as warranted.
The automotive industry is increasingly focused on the development of advanced driver assistance technologies, with the goal of developing and introducing a commercially-viable, fully automated driving experience.
The automotive industry remains focused on the development of advanced driver assistance technologies, with the goal of developing and introducing a commercially-viable, fully automated driving experience.
A significant failure or inability to comply with customer specifications and manufacturing requirements or delays or other problems with existing or new products often results in financial penalties, increased costs, loss of sales, loss of customers or potential breaches of customer contracts, which likely would have an adverse effect on Adient's profitability and results of operations.
A significant failure or inability to comply with customer specifications and manufacturing requirements or delays or other problems with existing or new products often results in financial penalties, increased costs, loss of sales, loss of Adient plc | Form 10-K | 17 customers or potential breaches of customer contracts, which likely would have an adverse effect on Adient's profitability and results of operations.
During such lead times, price commitments are subject to change and could lead to an inability of Adient to fully recover all such price changes. Adient plc | Form 10-K | 13 The capital and credit markets provide Adient with liquidity to operate and grow its business beyond the liquidity that operating cash flows provide.
During such lead times, price commitments are subject to change and could lead to an inability of Adient to fully recover all such price changes. The capital and credit markets provide Adient with liquidity to operate and grow its business beyond the liquidity that operating cash flows provide.
Adient's joint venture arrangements may require Adient, among other matters, to pay certain costs or to make certain capital investments or to seek its joint venture partner's consent to take certain actions. Adient does not control the ability to collect cash dividends from its non-consolidated joint ventures.
Adient's joint venture arrangements may require Adient, among other matters, to pay certain costs or to Adient plc | Form 10-K | 14 make certain capital investments or to seek its joint venture partner's consent to take certain actions. Adient does not control the ability to collect cash dividends from its non-consolidated joint ventures.
The inability of Adient to negotiate these contract or program changes in a manner favorable to Adient could also adversely affect Adient’s results of operations. Adient plc | Form 10-K | 17 Work stoppages, including those at Adient’s customers, and similar events could significantly disrupt Adient's business.
The inability of Adient to negotiate these contract or program changes in a manner favorable to Adient could also adversely affect Adient’s results of operations. Work stoppages, including those at Adient’s customers, and similar events could significantly disrupt Adient's business.
Automakers may experience a decline in the number of new vehicle sales, whether as a result of economic decline, supply chain disruptions and labor shortages, increasing consumer borrowing rates or for various other reasons.
Automakers may experience a decline in the number of new vehicle sales, whether as a result of economic decline, vehicle affordability, disruptions as a result of changes to trade policies, supply chain disruptions and labor shortages, increasing consumer borrowing rates or for various other reasons.
Under current law, Adient is expected to be treated as a foreign corporation for U.S. federal tax purposes and Section 7874 is not otherwise expected to apply to Adient or its affiliates as a result of the separation from Johnson Controls International plc (the “Former Parent”) in 2016.
Under current law, Adient is characterized as a foreign corporation for U.S. federal tax purposes and Section 7874 does not apply to Adient or its affiliates as a result of the separation from Johnson Controls International plc (the “Former Parent”) in 2016.
Additionally, Adient's operating model requires long lead times between the design and development of products and the launch of production. This lead time requires Adient to secure vendor supply well in advance to minimize launch and production inefficiencies.
Additionally, Adient's operating model requires long lead times between Adient plc | Form 10-K | 13 the design and development of products and the launch of production. This lead time requires Adient to secure vendor supply well in advance to minimize launch and production inefficiencies.
Adient plc | Form 10-K | 21 Adient is operating under a “hybrid” working environment, meaning that the majority of its non-plant employees have the flexibility to work remotely at least some of the time, for the foreseeable future.
Adient is operating under a “hybrid” working environment, meaning that the majority of its non-plant employees have the flexibility to work remotely at least some of the time, for the foreseeable future.
Risks Related to Adient's Operations Increases in the costs and restrictions on the availability of raw materials, energy, commodities, freight, labor and product components could adversely affect Adient's financial performance. Raw material, energy, commodity, freight and labor costs can be volatile.
Adient plc | Form 10-K | 16 Risks Related to Adient's Operations Increases in the costs and restrictions on the availability of raw materials, energy, commodities, freight, labor and product components could adversely affect Adient's financial performance. Raw material, energy, commodity, freight and labor costs can be volatile.
Transfers of Adient ordinary shares, other than by means of the transfer of book-entry interests in the Depository Trust Company, may be subject to Irish stamp duty. It is expected that, for the majority of transfers of Adient ordinary shares, there will not be any Irish stamp duty.
It is expected that, for the majority of transfers of Adient ordinary shares, there will not be any Irish stamp duty. Transfers of Adient ordinary shares effected by means of the transfer of book-entry interests in the Depository Trust Company (“DTC”) are not subject to Irish stamp duty.
The implementation of artificial intelligence can be costly and there is no guarantee that Adient’s use of artificial intelligence will enhance its technologies, Adient plc | Form 10-K | 18 benefit its business operations, or produce products and services that are preferred by its customers.
The implementation of artificial intelligence can be costly and there is no guarantee that Adient’s use of artificial intelligence will enhance its technologies, benefit its business operations, or produce products and services that are preferred by its customers.
Significant changes in actual investment return on defined benefit plan assets, discount rates, mortality assumptions and other factors could adversely affect Adient's results of operations and the amounts of contributions Adient must make to its defined benefit plans in future periods.
Risks related to Adient's defined benefit retirement plans may adversely impact Adient's results of operations and cash flow. Significant changes in actual investment return on defined benefit plan assets, discount rates, mortality assumptions and other factors could adversely affect Adient's results of operations and the amounts of contributions Adient must make to its defined benefit plans in future periods.
As a result of the heightened risk of impairment, Adient will continuously assess the changing macroeconomic conditions in EMEA including the outlook for consumer demand for vehicles and other factors impacting the region, along with the need for further restructuring actions, all of which impact Adient’s ability to achieve its projected long-term operating performance.
Adient will continuously assess the changing macroeconomic conditions in all regions including the outlook for consumer demand for vehicles and other factors impacting the region, along with the need for further restructuring actions, all of which impact Adient’s ability to achieve its projected long-term operating performance.
Adient’s effective tax rate could be volatile and materially change as a result of changes in tax laws, mix of earnings and other factors. A change in tax laws is one of many factors that impact Adient’s effective tax rate. The U.S.
Adient plc | Form 10-K | 24 Adient’s effective tax rate could be volatile and materially change as a result of changes in tax laws, mix of earnings and other factors. A change in tax laws is one of many factors that impact Adient’s effective tax rate. The U.S.
Unfavorable economic or industry conditions could also result in financial distress within Adient's supply chain or among other third-party counterparties, thereby increasing the risk of supply disruption or lost orders.
Unfavorable economic or industry conditions could also result in financial distress within Adient's supply chain or among other third-party counterparties, Adient plc | Form 10-K | 22 thereby increasing the risk of supply disruption or lost orders.
Furthermore, the rapidly evolving nature of the markets in which Adient competes, including as a result of the autonomous vehicle market and consumer preferences for mobility on demand services, such as car- and ride-sharing, may attract new entrants. Additionally, consolidation in the automotive industry may lead to decreased product purchases from Adient.
Furthermore, the evolving nature of the markets in which Adient competes, including the evolution towards electric vehicles along with the autonomous vehicle market and consumer preferences for mobility on demand services, such as car- and ride-sharing, may attract new entrants. Additionally, consolidation in the automotive industry may lead to decreased product purchases from Adient.
The following information should be read in conjunction with Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and the consolidated financial statements and related notes in Part II, Item 8, "Financial Statements and Supplementary Data" of this Form 10-K.
The following information should be read in conjunction with Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and related notes in Part II, Item 8, “Financial Statements and Supplementary Data” of this Form 10-K.
Competition is based primarily on price, technology, quality, delivery and overall customer service. There can be no assurance that Adient's products will be able to compete successfully with the products of Adient's competitors.
The global automotive component supply industry is highly competitive. Competition is based primarily on price, technology, quality, delivery and overall customer service. There can be no assurance that Adient's products will be able to compete successfully with the products of Adient's competitors.
There has also been an increase in consumer preferences for mobility on demand services, such as car- and ride-sharing, as opposed to automobile ownership, which may result in a long term reduction in the number of vehicles per capita. These evolving areas have also attracted increased competition from entrants outside the traditional automotive industry.
There are varying consumer preferences for mobility-on-demand services — such as car- and ride-sharing — as opposed to automobile ownership, in part resulting from the evolution of the electric vehicle, which may result in a long-term reduction in the number of vehicles per capita. These evolving areas have also attracted increased competition from entrants outside the traditional automotive industry.
The global automotive industry has also experienced significant volatility in the past due to supply chain disruptions, inflationary pressures, labor shortages, geopolitical uncertainties, high interest rates and foreign currency fluctuations.
The global automotive industry has also experienced significant volatility in the past, and to some extent volatility persists in the current environment, related to supply chain disruptions, inflationary pressures, labor shortages, geopolitical uncertainties, high interest rates and foreign currency fluctuations.
Similarly, if one or more of Adient's customers were to experience a work stoppage, such as what occurred during the UAW strike in the U.S. in late 2023, resulting in ongoing supply chain disruptions, or otherwise, that customer would likely halt or limit purchases of Adient's products, which could result in the shutdown of the related Adient manufacturing facilities and or other cost-reduction initiatives.
Similarly, if one or more of Adient's customers were to experience a work stoppage resulting in ongoing supply chain disruptions, or otherwise, that customer would likely halt or limit purchases of Adient's products, which could result in the shutdown of the related Adient manufacturing facilities and/or other cost-reduction initiatives.
Negative unexpected results from one or more such tax audits could adversely affect Adient's results of operations. If Adient does not respond appropriately, the evolution of the automotive industry towards autonomous vehicles and mobility on demand services could adversely affect Adient’s business.
Any further negative unexpected results from one or more such tax audits and related inquiries could have a material adverse affect on Adient's results of operations and cash flows. If Adient does not respond appropriately, the evolution of the automotive industry towards autonomous vehicles and mobility on demand services could adversely affect Adient’s business.
This ongoing conflict, along with other geopolitical uncertainties such as the current conflict in the Middle East, could have broader adverse impacts on macroeconomic factors that impact Adient's business, cash flows, financial condition and results of operations. Adient's business in China is subject to aggressive competition and is sensitive to economic and market conditions.
This ongoing conflict, along with other geopolitical uncertainties such as the ongoing conflict in the Middle East, could have broader adverse impacts on macroeconomic factors that impact Adient's business, cash flows, financial condition and results of operations.
Such regulatory uncertainty extends to future incentives for energy efficient vehicles and costs of compliance, which may impact the demand for Adient's products and Adient's results of operations. The effects of climate change, such as extreme weather conditions, create financial risk to Adient's business. For example, the demand for Adient's products and services may be affected by unseasonable weather conditions.
Such regulatory uncertainty extends to future incentives for Adient plc | Form 10-K | 20 energy efficient vehicles and costs of compliance, which may impact the demand for Adient's products and Adient's results of operations. The effects of climate change, such as extreme weather conditions, create financial risk to Adient's business.
Irish law requires that Adient meet certain additional financial requirements before it declares dividends.
Adient plc | Form 10-K | 26 Irish law requires that Adient meet certain additional financial requirements before it declares dividends.
It remains to Adient plc | Form 10-K | 23 be determined whether final judgment given in default of appearance is final and conclusive.
It remains to be determined whether final judgment given in default of appearance is final and conclusive.
Developments or assertions by or against Adient relating to intellectual property rights, or any inability to protect Adient's rights, could have an adverse impact on its business and competitive position.
Adient's competitors may develop, design or duplicate technologies that compete with Adient's owned or licensed intellectual property. Developments or assertions by or against Adient relating to intellectual property rights, or any inability to protect Adient's rights, could have an adverse impact on its business and competitive position.
If the costs of raw materials, energy, commodities, freight costs, labor costs and product components increase or the availability thereof is restricted, it could adversely affect Adient's financial condition, operating results and cash flows. Adient plc | Form 10-K | 16 Adient operates in the highly competitive automotive supply industry. The global automotive component supply industry is highly competitive.
If the costs of raw materials, energy, commodities, freight costs, labor costs and product components increase or the availability thereof is restricted, it could adversely affect Adient's financial condition, operating results and cash flows. Adient operates in the highly competitive automotive supply industry which requires capital expenditures to support customer launch plans and growth.
Adient's ability to pay dividends will depend on its ongoing ability to generate cash from operations and access capital markets. Adient cannot guarantee that it will pay dividends in the future which may impact Adient’s investor base. A variety of other factors could adversely affect Adient's results of operations.
Adient cannot guarantee that it will pay dividends in the future which may impact Adient’s investor base. A variety of other factors could adversely affect Adient's results of operations.
The Board's decisions regarding the payment of dividends will depend on many factors, such as Adient's financial condition, earnings, sufficiency of Adient plc | Form 10-K | 22 distributable reserves, capital requirements, debt service obligations, legal requirements, regulatory constraints and other factors that the board deems relevant.
The Board's decisions regarding the payment of dividends will depend on many factors, such as Adient's financial condition, earnings, sufficiency of distributable reserves, capital requirements, debt service obligations, legal requirements, regulatory constraints and other factors that the board deems relevant. Adient's ability to pay dividends will depend on its ongoing ability to generate cash from operations and access capital markets.
Adient cannot provide assurances that certain of Adient’s products will not become obsolete or that Adient will be able to achieve the technological advances that may be necessary to remain competitive. As a result, Adient's products may not be able to compete successfully with its competitors' products and Adient may not be able to meet the growing demands of customers.
Adient cannot provide assurances that certain of Adient’s products will not become obsolete or that Adient will be able to achieve the technological advances that may be necessary to remain competitive.
Adient anticipates seeking another authorization at the next Annual General Meeting and annually thereafter. Should this authorization not be approved, the ability to issue equity could be limited which could adversely affect Adient’s securities holders.
This authorization will need to be further renewed by ordinary resolution, being a resolution passed by a simple majority of votes cast, prior to expiration. Adient anticipates seeking another authorization at the next Annual General Meeting and annually thereafter. Should this authorization not be approved, the ability to issue equity could be limited which could adversely affect Adient’s securities holders.
In addition, prior legislative and other proposals have aimed to expand the scope of Section 7874, or otherwise address certain perceived issues arising in connection with so-called inversion transactions.
In addition, prior legislative and other proposals have aimed to expand the scope of Section 7874, or otherwise address certain perceived issues arising in connection with so-called inversion transactions. Such proposals could cause Adient and/or its affiliates to be treated as U.S. corporations for U.S federal tax purposes.
It is difficult to predict the likelihood that any such proposals might be adopted, the nature of the regulations that might be promulgated, or the effect such adoptions and increased regulatory scrutiny might have on Adient's business. Adient's status as a foreign corporation for U.S. federal tax purposes could be affected by a change in law.
It is difficult to predict the likelihood that any such proposals might be adopted, the nature of the regulations that might be promulgated, or the effect such adoptions and increased regulatory scrutiny might have on Adient's business.
In addition, the availability of raw materials, commodities, transportation and product components fluctuates from time to time due to factors outside of Adient's control. Due to a variety of global factors, the automotive industry has experienced, and may continue to experience, supply chain disruptions from an insufficient availability of raw materials, components and labor.
Due to a variety of global factors, the automotive industry has experienced, and may continue to experience, supply chain disruptions, mainly from other automotive suppliers, due to production downtime and insufficient availability of raw materials, components and labor.
The EMEA region is also faced with intensifying competition from Chinese imports and lower exports to China as domestic brands expand in China.
The EMEA region is also faced with intensifying competition from Chinese imports and lower exports to China as domestic brands expand in China. The Asia region is also experiencing higher competitive pressures from local OEMs in China who are penetrating the industry with new product offerings.
Furthermore, to the extent such initiatives involve workforce changes, such changes may temporarily reduce workforce productivity, which could be disruptive to Adient’s business and adversely affect results of operations. A failure of Adient's information technology (“IT”) and data security infrastructure or the unsuccessful adoption of new technology such as artificial intelligence could adversely impact Adient's business, operations and reputation.
Furthermore, to the extent such initiatives involve workforce changes, such changes may temporarily reduce workforce productivity, which could be disruptive to Adient’s business and adversely affect results of operations.
As the size of the Chinese market evolves and as Chinese OEMs penetrate other markets around the globe, often with lower-cost products, Adient anticipates that market participants will act aggressively to increase or maintain their market share. Increased competition may result in price reductions, reduced margins and Adient's inability to gain or hold market share.
The automotive supply market in China is highly competitive, with competition from many of the largest global manufacturers and numerous smaller domestic manufacturers. As the size of the Chinese market evolves and as Chinese OEMs penetrate other markets around the globe, often with lower-cost products, Adient anticipates that market participants will act aggressively to increase or maintain their market share.
Product design activities for lower carbon emission products must keep pace with customer carbon emission reduction and pricing expectations. The enhanced stakeholder focus on sustainability issues relating to Adient requires the continuous monitoring of various and evolving standards and the associated reporting requirements.
The enhanced stakeholder focus on sustainability issues relating to Adient requires the continuous monitoring of various and evolving standards and the associated reporting requirements.
Adient could also face indirect financial risks passed through the supply chain, and process disruptions due to physical climate changes could result in price modifications for Adient's products and the resources needed to produce them. Furthermore, customer, investor, regulatory and employee expectations in areas such as sustainability have been rapidly evolving and increasing.
These factors may impact Adient's decisions to construct new facilities or maintain existing facilities in areas most prone to physical climate risks. Adient could also face indirect financial risks passed through the supply chain, and process disruptions due to physical climate changes could result in price modifications for Adient's products and the resources needed to produce them.
There is continued uncertainty about the future relationship between the U.S. and various other countries, most significantly China, with respect to trade policies, treaties, government regulations and tariffs.
Recent changes in U.S. administrative policy, including increases in tariffs and any changes in international trade relations or trade agreements, may have an adverse effect on Adient. There is continued uncertainty about the future relationship between the U.S. and various other countries with respect to tariffs, trade policies, government regulations, treaties and trade agreements.
Maintaining a strong position in the Chinese market is a key component of Adient's strategy. Adient's business in China is conducted through both consolidated subsidiaries and nonconsolidated joint ventures. The automotive supply market in China is highly competitive, with competition from many of the largest global manufacturers and numerous smaller domestic manufacturers.
Adient plc | Form 10-K | 15 Adient's business in China is subject to aggressive competition and is sensitive to economic and market conditions. Maintaining a strong position in the Chinese market is a key component of Adient's strategy. Adient's business in China is conducted through both consolidated subsidiaries and nonconsolidated joint ventures.
As a result, Adient's sales levels and margins could be adversely affected by pricing pressures from OEMs and pricing actions of competitors. These factors may lead to selective resourcing of business to competitors. Adient's competitors may develop, design or duplicate technologies that compete with Adient's owned or licensed intellectual property.
As a result, Adient's sales levels and margins could be adversely affected by pricing pressures from OEMs and pricing actions of competitors.
Risks Related to Adient’s Jurisdiction of Incorporation As an Irish public limited company, certain capital structure decisions require shareholder approval, which may limit Adient's flexibility to manage its capital structure. Irish law provides that a Board of Directors may allot shares (or rights to subscribe for or convertible into shares) only with the prior authorization of shareholders.
Adient plc | Form 10-K | 23 Risks Related to Adient’s Jurisdiction of Incorporation As an Irish public limited company, certain capital structure decisions require shareholder approval, which may limit Adient's flexibility to manage its capital structure.
Climate changes could also disrupt Adient's operations by impacting the availability and cost of materials needed for manufacturing and could increase insurance and other operating costs. These factors may impact Adient's decisions to construct new facilities or maintain existing facilities in areas most prone to physical climate risks.
For example, the demand for Adient's products and services may be affected by unseasonable weather conditions. Climate changes could also disrupt Adient's operations by impacting the availability and cost of materials needed for manufacturing and could increase insurance and other operating costs.
Changes in U.S. administrative policy could lead to changes to existing trade agreements, greater restrictions on free trade generally, prohibitions or restrictions on the import of certain automobiles and components into the U.S. and significant increases in tariffs on goods imported into the U.S., particularly tariffs on products manufactured in Mexico and China, among other possible changes.
Recent changes in U.S. administrative policy have led to significant increases in tariffs on goods imported into the U.S., particularly tariffs on products manufactured in Europe, Mexico and China.
Transfers of Adient ordinary shares effected by means of the transfer of book-entry interests in the Depository Trust Company (“DTC”) are not subject to Irish stamp duty.
If enacted, such proposals could cause the Adient group to be subject to substantially greater U.S. tax liability than currently contemplated. Transfers of Adient ordinary shares, other than by means of the transfer of book-entry interests in the Depository Trust Company, may be subject to Irish stamp duty.
Consequently, changes in the mix and source of earnings between countries could have a material impact on Adient’s overall effective tax rate. Legislative and other proposals that would deny governmental contracts to U.S. companies that move their corporate location abroad may affect Adient if adopted.
Any such limitations on the ability to use Adient's U.S. net operating loss carryforwards and other tax assets could adversely impact its business, financial condition, operating results, and cash flows. Legislative and other proposals that would deny governmental contracts to U.S. companies that move their corporate location abroad may affect Adient if adopted.
At Adient’s most recent Annual General Meeting, Adient's shareholders renewed this authorization for a period of 18 months (unless previously renewed, varied or revoked). This authorization will need to be further renewed by ordinary resolution, being a resolution passed by a simple majority of votes cast, prior to expiration.
Irish law provides that a Board of Directors may allot shares (or rights to subscribe for or convertible into shares) only with the prior authorization of shareholders. At Adient’s most recent Annual General Meeting, Adient's shareholders renewed this authorization for a period of 18 months (unless previously renewed, varied or revoked).
If any or all of these (or similar) proposals are ultimately enacted into law, in whole or in part, Adient’s effective tax rate could be negatively impacted. In 2021, the OECD released a framework for the fundamental reform of international tax rules.
In 2021, the OECD released a framework for the fundamental reform of international tax rules.
As a result of macroeconomic factors impacting Adient and the automotive industry, a heightened risk of impairment exists for the EMEA reporting unit as the difference between its fair value and carrying value is less than 10% as of September 30, 2024.
As a result of macroeconomic factors impacting Adient and the automotive industry, Adient recorded a $333 million non-cash goodwill impairment due to a decline in the fair value of the EMEA reporting unit as of March 31, 2025.
However, Adient will continue to monitor and evaluate new legislation and guidance, which could change the current assessment. Adient plc | Form 10-K | 24 Currently, Adient incurs losses in certain countries where it does not receive a financial statement benefit, and Adient operates in countries which have different statutory rates.
If these types of proposals (or similar) are ultimately enacted into law, in whole or in part, Adient’s effective rate could be negatively impacted. Currently, Adient incurs losses in certain countries where it does not receive a financial statement benefit, and Adient operates in countries which have different statutory rates.
Specifically, regulatory bodies around the globe continue to develop sustainability reporting requirements, many of which will be subject to independent audits. Emerging European legislation is requiring detailed emissions data reporting for imported carbon intensive commodities, subject to financial payment mechanisms after a transition period.
Furthermore, customer, investor, regulatory and employee expectations in areas such as sustainability have been rapidly evolving and increasing. Specifically, regulatory bodies around the globe continue to develop sustainability reporting requirements, many of which will be subject to independent audits.
Removed
Adient plc | Form 10-K | 15 Changes in U.S. administrative policy, including changes to existing trade agreements and any resulting changes in international trade relations, may have an adverse effect on Adient.
Added
These Chinese OEMs are producing vehicles at lower costs, resulting in pricing pressures on the supply chain base.
Removed
Adient plc | Form 10-K | 20 Risks related to Adient's defined benefit retirement plans may adversely impact Adient's results of operations and cash flow.

… 29 more changes not shown on this page.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

4 edited+0 added−0 removed14 unchanged
Biggest changeRisk Management Adient’s management strategy includes evaluating and deploying tools and technologies for cyber protection and detection, addressing risks according to likelihood and magnitude, performing cybersecurity related tabletops, phishing exercises, engineering and architectural reviews, and penetration tests to simulate incidents, as well as conducting ongoing awareness trainings.
Biggest changeAdient plc | Form 10-K | 27 Risk Management Adient’s management strategy includes evaluating and deploying tools and technologies for cyber protection and detection, addressing risks according to likelihood and magnitude, performing cybersecurity related tabletops, phishing exercises, engineering and architectural reviews, and penetration tests to simulate incidents, as well as conducting ongoing awareness trainings.
Management Expertise Adient’s global information operations security leader has over 30 years of experience in IT with a focus on cybersecurity for the past 25 years, reporting into Adient’s Chief Information Officer , who has over 25 years of IT related experience and who further reports into Adient’s Executive Vice President of Global IT & Business Services and Sustainability as well as the senior executive team and the Audit Committee and the Board, as necessary.
Management Expertise Adient’s global information operations security leader has over 30 years of experience in IT with a focus on cybersecurity for the past 26 years, reporting into Adient’s Chief Information Officer , who has over 25 years of IT related experience and who further reports into Adient’s Executive Vice President of Global IT & Business Services and Sustainability as well as the senior executive team and the Audit Committee and the Board, as necessary.
For the year ended September 30, 2024, Adient did not identify any cybersecurity threats that have materially affected or are reasonably likely to materially affect Adient’s business strategy, results of operations, or financial condition. For further information about the risks associated with cybersecurity incidents, refer to the cybersecurity risk factor in Item 1A, “Risk Factors” in this Form 10-K.
For the year ended September 30, 2025, Adient did not identify any cybersecurity threats that have materially affected or are reasonably likely to materially affect Adient’s business strategy, results of operations, or financial condition. For further information about the risks associated with cybersecurity incidents, refer to the cybersecurity risk factor in Item 1A, “Risk Factors” in this Form 10-K.
Adient plc | Form 10-K | 26 Risk Identification Potential malicious threats are identified through both internal and external resources and tools including, but not limited to, software information and event management software (“SIEM”), endpoint detection (“EDR”), threat intelligence services, network monitoring, and cloud monitoring.
Risk Identification Potential malicious threats are identified through both internal and external resources and tools including, but not limited to, software information and event management software (“SIEM”), endpoint detection (“EDR”), threat intelligence services, network monitoring, and cloud monitoring.

Item 2. Properties

Properties — owned and leased real estate

3 edited+0 added−0 removed0 unchanged
Biggest changeNumber of Locations Operations Administrative Owned Leased Total Owned Leased Total United States 20 10 30 2 1 3 Mexico 8 10 18 — 1 1 Germany 3 9 12 2 6 8 Thailand 3 11 14 — — — China 5 25 30 — 3 3 Czech Republic 3 4 7 — 1 1 Japan 5 3 8 1 1 2 Other EMEA 25 28 53 — 9 9 Other Asia 6 20 26 — 4 4 Other Americas 7 2 9 — — — 85 122 207 5 26 31 Adient considers its facilities suitable and adequate for the purposes for which they are used and do not anticipate difficulty in renewing existing leases as they expire or in finding alternative facilities.
Biggest changeNumber of Locations Operations Administrative Owned Leased Total Owned Leased Total United States 17 10 27 2 1 3 Mexico 8 12 20 1 1 2 Germany 3 9 12 1 6 7 Thailand 3 10 13 — — — China 5 24 29 — 3 3 Czech Republic 3 4 7 — 1 1 Japan 5 2 7 2 1 3 Other EMEA 26 23 49 — 9 9 Other Asia 5 21 26 — 5 5 Other Americas 7 1 8 — — — 82 116 198 6 27 33 Adient considers its facilities suitable and adequate for the purposes for which they are used and do not anticipate difficulty in renewing existing leases as they expire or in finding alternative facilities.
Item 2. Properties The following table sets forth Adient's principal owned and leased facilities as of September 30, 2024.
Item 2. Properties The following table sets forth Adient's principal owned and leased facilities as of September 30, 2025.
See Part II, Item 8 of this Annual Report on Form 10-K in Note 8, "Leases," of the notes to consolidated financial statements for information regarding lease commitments.
See Part II, Item 8 of this Annual Report on Form 10-K in Note 8, “Leases,” of the notes to consolidated financial statements for information regarding lease commitments.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

0 edited+1 added−0 removed3 unchanged
Added
Further details regarding Adient’s commitments and contingencies are provided in Part II, Item 8 of this Form-10K in Note 19, “Commitments and Contingencies,” of the notes to consolidated financial statements.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

9 edited+0 added−0 removed5 unchanged
Biggest changeDuring fiscal 2023, Adient repurchased $65 million of its ordinary shares at an average price of $37.00 a share under the program. During fiscal 2024, Adient repurchased $275 million of its ordinary shares at an average price of $29.18 a share under the program. As of September 30, 2024, Adient has a remaining repurchase authorization of $260 million.
Biggest changeDuring fiscal 2024, Adient repurchased $275 million of its ordinary shares at an average purchase price per share of $29.18, retiring 9,424,668 shares. During fiscal 2025, Adient repurchased $125 million of its ordinary shares at an average purchase price per share of $20.44, retiring 6,115,932 shares. As of September 30, 2025, Adient has a remaining repurchase authorization of $135 million.
The peer group referenced in the graph below consists of Autoliv, Inc., BorgWarner, Inc., Cooper-Standard Holding, Inc., Forvia SE, The Goodyear Tire & Rubber Company, Huayu Automotive Systems Co. Ltd., Lear Corporation, Magna International Inc., and Toyota Boshoku Corporation. *$100 invested on 9/30/19 in stock or index, including reinvestment of dividends. Fiscal year ending September 30.
The peer group referenced in the graph below consists of Autoliv, Inc., BorgWarner, Inc., Cooper-Standard Holding, Inc., Forvia SE, The Goodyear Tire & Rubber Company, Huayu Automotive Systems Co. Ltd., Lear Corporation, Magna International Inc., and Toyota Boshoku Corporation. *$100 invested on 9/30/20 in stock or index, including reinvestment of dividends. Fiscal year ending September 30.
The graph assumes the value of the investment in Adient's ordinary shares and each index was $100 on September 30, 2019, and that all dividends were reinvested. Historic stock price performance is not necessarily indicative of future stock price performance. Adient selected a peer group comprised of representative independent automotive suppliers whose common stock is publicly traded.
The graph assumes the value of the investment in Adient's ordinary shares and each index was $100 on September 30, 2020, and that all dividends were reinvested. Historic stock price performance is not necessarily indicative of future stock price performance. Adient selected a peer group comprised of representative independent automotive suppliers whose common stock is publicly traded.
The following graph shows a comparison of cumulative total shareholder return, calculated on a dividend reinvested basis, for Adient’s ordinary shares, the Standard & Poor’s 500 Index, the Dow Jones US Auto Parts Index and a peer group for September 30, 2019 through September 30, 2024.
The following graph shows a comparison of cumulative total shareholder return, calculated on a dividend reinvested basis, for Adient’s ordinary shares, the Standard & Poor’s 500 Index, the Dow Jones US Auto Parts Index and a peer group for September 30, 2020 through September 30, 2025.
In addition, under Irish law, dividends and distributions (including the payment of cash dividends or share repurchases) may be made only from "distributable reserves" on Adient's unconsolidated balance sheet prepared in accordance with the Irish Companies Act 2014.
In addition, under Irish law, dividends and distributions (including the payment of cash dividends or share repurchases) may be made only from “distributable reserves” on Adient's unconsolidated balance sheet prepared in accordance with the Irish Companies Act 2014.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Principal Market Adient's ordinary shares are traded on the New York Stock Exchange (“NYSE”) under the symbol “ADNT.” Holders As of September 30, 2024, there were 22,289 shareholders of record.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Principal Market Adient's ordinary shares are traded on the New York Stock Exchange (“NYSE”) under the symbol “ADNT.” Holders As of September 30, 2025, there were 21,617 shareholders of record.
Share repurchase activity during the three months ended September 30, 2024 was as follows: Periods Total Number of Shares (or Units) Purchased Average Price Paid per Share (or Unit) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares (or Units) that may yet be Purchased Under the Plans or Programs (in millions) (1) July 1 to July 31, 2024 — $ — — $ 310 August 1 to August 31, 2024 2,326,616 21.49 2,326,616 260 September 1 to September 30, 2024 — — — 260 2,326,616 $ 21.49 2,326,616 $ 260 Stock Performance Graph The following information in this Item 5 is not deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C under the Securities Exchange Act of 1934 or to the liabilities of Section 18 of the Securities Exchange Adient plc | Form 10-K | 29 Act of 1934, and will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent Adient specifically incorporates it by reference into such a filing.
Share repurchase activity during the three months ended September 30, 2025 was as follows: Periods Total Number of Shares (or Units) Purchased Average Price Paid per Share (or Unit) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares (or Units) that may yet be Purchased Under the Plans or Programs (in millions) (1) July 1 to July 31, 2025 — $ — — $ 185 August 1 to August 31, 2025 2,101,522 23.79 2,101,522 135 September 1 to September 30, 2025 — — — 135 2,101,522 $ 23.79 2,101,522 $ 135 Stock Performance Graph The following information in this Item 5 is not deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C under the Securities Exchange Act of 1934 or to the liabilities of Section 18 of the Securities Exchange Adient plc | Form 10-K | 30 Act of 1934, and will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent Adient specifically incorporates it by reference into such a filing.
Copyright© 2024 Standard & Poor’s, a division of S&P Global. All rights reserved. Copyright© 2024 Russell Investment Group. All rights reserved.
Copyright© 2025 Standard & Poor’s, a division of S&P Global. All rights reserved. Copyright© 2025 Dow Jones. All rights reserved.
Sep/2019 Sep/2020 Sep/2021 Sep/2022 Sep/2023 Sep/2024 Adient plc $ 100 $ 75 $ 181 $ 121 $ 160 $ 98 S&P 500 $ 100 $ 115 $ 150 $ 127 $ 154 $ 210 Dow Jones US Auto Parts $ 100 $ 101 $ 140 $ 99 $ 119 $ 99 Peer Group $ 100 $ 101 $ 131 $ 113 $ 170 $ 127
Sep/2020 Sep/2021 Sep/2022 Sep/2023 Sep/2024 Sep/2025 Adient plc $ 100 $ 239 $ 160 $ 212 $ 130 $ 139 S&P 500 $ 100 $ 130 $ 110 $ 134 $ 182 $ 214 Dow Jones US Auto Parts $ 100 $ 138 $ 98 $ 118 $ 98 $ 109 Peer Group $ 100 $ 141 $ 97 $ 125 $ 108 $ 133

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

130 edited+39 added−29 removed71 unchanged
Biggest changeConsolidated Results of Operations Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Net sales $ 14,688 (5)% $ 15,395 9% $ 14,121 Cost of sales 13,760 (4)% 14,362 8% 13,314 Gross profit 928 (10)% 1,033 28% 807 Selling, general and administrative expenses 507 (8)% 554 (7)% 598 Restructuring and impairment costs 168 >100% 40 60% 25 Equity income 90 7% 84 12% 75 Earnings before interest and income taxes 343 (34)% 523 >100% 259 Net financing charges 189 (3)% 195 (9)% 215 Other pension expense (income) 21 (36)% 33 >100% (10) Income before income taxes 133 (55)% 295 >100% 54 Income tax provision 32 >100% — >(100)% 94 Net income (loss) 101 (66)% 295 >100% (40) Income attributable to noncontrolling interests 83 (8)% 90 13% 80 Net income (loss) attributable to Adient $ 18 (91)% $ 205 >100% $ (120) Net Sales Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Net sales $ 14,688 (5)% $ 15,395 9% $ 14,121 Net sales decreased by $707 million, or 5%, during fiscal 2024 as compared to fiscal 2023 due to lower overall production volumes in all regions that are resulting from softening consumer demand and weaker product mix in EMEA along with slower than expected product launches and production disruptions at certain customers in the Americas including the impact of the United Auto Workers ("UAW") strike during the first fiscal quarter ($697 million), unfavorable material economics recoveries ($93 million) and the unfavorable impact of foreign currencies ($16 million), partially offset by net favorable pricing adjustments ($99 million).
Biggest changeConsolidated Results of Operations Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Net sales $ 14,535 (1)% $ 14,688 (5)% $ 15,395 Cost of sales 13,574 (1)% 13,760 (4)% 14,362 Gross profit 961 4% 928 (10)% 1,033 Selling, general and administrative expenses 522 3% 507 (8)% 554 Restructuring and impairment costs 392 >100% 168 >100% 40 Equity income 68 (24)% 90 7% 84 Earnings before interest and income taxes 115 (66)% 343 (34)% 523 Net financing charges 193 2% 189 (3)% 195 Other pension expense 10 (52)% 21 (36)% 33 Income (loss) before income taxes (88) >(100%) 133 (55)% 295 Income tax provision 103 >100% 32 n/a — Net income (loss) (191) >(100%) 101 (66)% 295 Income attributable to noncontrolling interests 90 8% 83 (8)% 90 Net income (loss) attributable to Adient $ (281) >(100%) $ 18 (91)% $ 205 Net Sales Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Net sales $ 14,535 (1)% $ 14,688 (5)% $ 15,395 Net sales decreased by $153 million, or 1%, during fiscal 2025 as compared to fiscal 2024 due to lower overall production volumes in EMEA as a result of softening consumer demand, net of higher production volumes in Americas and Asia ($225 million) and unfavorable material economics recoveries ($59 million), partially offset by the favorable impact of foreign currencies ($104 million) and favorable commercial pricing adjustments which includes $28 million related to tariff recoveries ($27 million).
Capital expenditures Fiscal 2024 compared to Fiscal 2023: Higher capital expenditures in fiscal 2024 were due primarily to timing of program spend on product launches in EMEA.
Fiscal 2024 compared to Fiscal 2023: Higher capital expenditures in fiscal 2024 were due primarily to timing of program spend on product launches in EMEA.
Adient evaluates the performance of its reportable segments using an adjusted EBITDA metric defined as income before income taxes and noncontrolling interests, excluding net financing charges, restructuring and impairment costs, restructuring related-costs, net mark-to-market adjustments on pension and postretirement plans, transaction gains/losses, purchase accounting amortization, depreciation, stock-based compensation and other non-recurring items.
Adient evaluates the performance of its reportable segments using an adjusted EBITDA metric defined as income (loss) before income taxes and noncontrolling interests, excluding net financing charges, restructuring and impairment costs, restructuring-related costs, net mark-to-market adjustments on pension plans, transaction gains/losses, purchase accounting amortization, depreciation, stock-based compensation and other non-recurring items.
The increase is primarily attributable to favorable production volumes and operating performance at partially-owned affiliates ($17 million) and the non-recurrence of prior year non-cash impairment charges recorded on certain of Adient's investments in non-consolidated affiliates ($3 million), partially offset by the impact of the KEIPER supply agreement modifications executed in fiscal 2023 ($8 million), and the unfavorable impact of foreign currencies ($5 million).
The increase is primarily attributable to favorable production volumes and operating performance at partially-owned affiliates ($17 million) and the non-recurrence of fiscal 2023 non-cash impairment charges recorded on certain of Adient's investments in non-consolidated affiliates ($3 million), partially offset by the impact of the KEIPER supply agreement modifications executed in fiscal 2023 ($8 million), and the unfavorable impact of foreign currencies ($5 million).
Adient conducts its long-lived asset impairment analyses in accordance with ASC 360-10-15, "Impairment or Disposal of Long-Lived Assets." ASC 360-10-15 requires Adient to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluate the asset group against the sum of the undiscounted future cash flows.
Adient conducts its long-lived asset impairment analyses in accordance with ASC 360-10-15, “Impairment or Disposal of Long-Lived Assets.” ASC 360-10-15 requires Adient to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and evaluate the asset group against the sum of the undiscounted future cash flows.
Price volatility has resulted in an overall increase of input costs for Adient that may not be, or may only be partially, offset through customer negotiations. During fiscal 2025, commodity prices and availability could fluctuate throughout the year and significantly affect Adient's results of operations.
Price volatility has resulted in an overall increase of input costs for Adient that may not be, or may only be partially, offset through customer negotiations. During fiscal 2026, commodity prices and availability could fluctuate throughout the year and significantly affect Adient's results of operations.
For fiscal years 2024 and 2023, Adient's expected long-term return on U.S. pension plan assets used to determine net periodic benefit cost was 6.75% and 6.75% respectively. The actual rate of return on U.S. pension plans was above 6.75% in fiscal 2024 and was above 6.75% in fiscal 2023.
For fiscal years 2025 and 2024, Adient's expected long-term return on U.S. pension plan assets used to determine net periodic benefit cost was 6.75% and 6.75% respectively. The actual rate of return on U.S. pension plans was above 6.75% in fiscal 2025 and was above 6.75% in fiscal 2024.
Also, certain corporate-related costs are not allocated to the segments. The reportable segments are consistent with how management views the markets served by Adient and reflect the financial information that is reviewed by its chief operating decision maker. Refer to Note 17, "Segment Information," of the notes to the consolidated financial statements for additional information on Adient's reportable segments.
Also, certain corporate-related costs are not allocated to the segments. The reportable segments are consistent with how management views the markets served by Adient and reflect the financial information that is reviewed by its chief operating decision maker. Refer to Note 17, “Segment Information,” of the notes to the consolidated financial statements for additional information on Adient's reportable segments.
Refer to Note 6, "Goodwill and Other Intangible Assets," of the notes to the consolidated financial statements for additional information. Adient reviews long-lived assets, including property, plant and equipment and other intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate that the asset's carrying amount may not be recoverable.
Refer to Note 6, “Goodwill and Other Intangible Assets,” of the notes to the consolidated financial statements for additional information. Adient reviews long-lived assets, including property, plant and equipment and other intangible assets with definite lives, for impairment whenever events or changes in circumstances indicate that the asset's carrying amount may not be recoverable.
The fiscal 2024 charges are mostly related to termination benefits in Europe. The 2024 Plan is being implemented in response to the macroeconomic factors occurring in the European automotive market causing reduced production volumes and to ensure Adient maintains a competitive cost structure by reducing operating, administrative and engineering costs, and increasing efficiencies.
The fiscal 2024 charges are mostly related to termination benefits in Europe. The 2024 Plan was implemented in response to the macroeconomic factors occurring in the European automotive market causing reduced production volumes and to ensure Adient maintains a competitive cost structure by reducing operating, administrative and engineering costs, and increasing efficiencies.
The ABL Credit Facility and Term Loan B Agreement contain covenants that are usual and customary for facilities and debt instruments of this type and that, among other things, restrict the ability of Adient and its restricted subsidiaries to: create certain liens and enter into sale and lease-back transactions; create, assume, incur or guarantee certain indebtedness; pay Adient plc | Form 10-K | 42 dividends or make other distributions on, or repurchase or redeem, Adient’s capital stock or certain other debt; make other restricted payments; and consolidate or merge with, or convey, transfer or lease all or substantially all of Adient’s and its restricted subsidiaries’ assets, to another person.
The ABL Credit Facility and Term Loan B Agreement contain covenants that are usual and customary for facilities and debt instruments of this type and that, among other things, restrict the ability of Adient and its restricted subsidiaries to: create certain liens and enter into sale and lease-back transactions; create, assume, incur or guarantee certain indebtedness; pay dividends or make other distributions on, or repurchase or redeem, Adient’s capital stock or certain other debt; make other restricted payments; and consolidate or merge with, or convey, transfer or lease all or substantially all of Adient’s and its restricted subsidiaries’ assets, to another person.
GAAP requires that companies recognize in the statement of financial position a liability for defined benefit pension and postretirement plans that are underfunded or unfunded, or an asset for defined benefit pension and postretirement plans that are overfunded. U.S.
GAAP requires that companies recognize in the statement of financial position a liability for defined benefit pension plans that are underfunded or unfunded, or an asset for defined benefit pension plans that are overfunded. U.S.
Factors that might cause differences include, but are not limited to, those discussed in Part 1, Item 1A of this Form 10-K under the heading "Risk Factors," which are incorporated herein by reference. All information presented herein is based on Adient's fiscal calendar.
Factors that might cause differences include, but are not limited to, those discussed in Part 1, Item 1A of this Form 10-K under the heading “Risk Factors,” which are incorporated herein by reference. All information presented herein is based on Adient's fiscal calendar.
The agreements also provide for customary events of default, including, but not limited to, cross-default clauses with other debt arrangements, failure to pay principal and interest, failure to comply with covenants, agreements or conditions, and certain events of bankruptcy or insolvency involving Adient and its significant subsidiaries. During fiscal 2023, Adient Global Holdings Ltd.
The agreements also provide for customary events of default, including, but not limited to, cross-default clauses with other debt arrangements, failure to pay principal and interest, failure to comply with covenants, agreements or conditions, and certain events of bankruptcy or insolvency involving Adient and its significant subsidiaries. Adient Global Holdings Ltd.
Adjusted EBITDA decreased in fiscal 2024 by $25 million due to lower current year production volumes and unfavorable product mix ($38 million), the unfavorable impact of foreign currencies ($19 million) and higher administrative and engineering expense ($6 million), partially offset by net favorable pricing adjustments and improved labor efficiencies ($30 million), favorable material economics, net of recoveries ($6 million) and higher equity income which includes the unfavorable impact of the KEIPER supply agreement modifications ($2 million).
Adjusted EBITDA decreased in fiscal 2024 by $25 million due to lower production volumes and unfavorable product mix ($38 million), the unfavorable impact of foreign currencies ($19 million) and higher administrative and engineering expense ($6 million), partially offset by net favorable commercial and supplier pricing adjustments and improved labor efficiencies ($30 million), favorable material economics, net of recoveries ($6 million) and higher equity income which includes the unfavorable impact of the KEIPER supply agreement modifications ($2 million).
Adient designs, manufactures and markets a full range of seating systems and components for passenger cars, commercial vehicles and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles. Adient operates more than 200 wholly- and majority-owned manufacturing or assembly facilities, with operations in 29 countries. Additionally, Adient has partially-owned affiliates in China, Asia, Europe and North America.
Adient designs, manufactures and markets a full range of seating systems and components for passenger cars, commercial vehicles and light trucks, including vans, pick-up trucks and sport/crossover utility vehicles. Adient operates approximately 200 wholly- and majority-owned manufacturing, assembly or sequencing facilities, with operations in 29 countries. Additionally, Adient has partially-owned affiliates in China, Asia, Europe and North America.
Adient plc | Form 10-K | 36 As a result of Adient's fiscal 2024 analysis of the realizability of its worldwide deferred tax assets, and after considering tax planning initiatives and other positive and negative evidence, Adient determined it was more likely than not that certain deferred tax assets would be realizable and recorded an income tax benefit of $14 million in China, $8 million in Mexico, $7 million in France, and $6 million in Japan to release valuation allowances.
As a result of Adient's fiscal 2024 analysis of the realizability of its worldwide deferred tax assets, and after considering tax planning initiatives and other positive and negative evidence, Adient determined it was more likely than not that certain deferred tax assets would be realizable and recorded an income tax benefit of $14 million in China, $8 million in Mexico, $7 million in France, and $6 million in Japan to release valuation allowances.
Adjusted EBITDA increased in fiscal 2024 by $39 million due to net favorable pricing adjustments and operational improvements including lower freight costs and the impact of the KEIPER supply agreement modifications ($145 million) and lower SG&A expenses driven by lower compensation expense, including lower performance based compensation costs and other compensation related austerity measures, along with improved engineering recoveries ($48 million), partially offset by lower current year production volumes ($89 million, including the UAW strike-related impact during the first quarter of fiscal 2024 of $25 million), the unfavorable impact of foreign currencies ($27 million), unfavorable material economics, net of recoveries ($25 million) and non-recurring net benefits largely associated with insurance recoveries in fiscal 2023 ($13 million).
Adjusted EBITDA increased in fiscal 2024 by $39 million due to net favorable commercial and supplier pricing adjustments and operational improvements including lower freight costs and the impact of the KEIPER supply agreement modifications ($145 million) and lower administrative and engineering expenses driven by lower compensation expense, including lower performance based compensation costs and other compensation related austerity measures, along with improved engineering recoveries ($48 million), partially offset by lower fiscal 2024 production volumes ($89 million, including the UAW strike-related impact during the first quarter of fiscal 2024 of $25 million), the unfavorable impact of foreign currencies ($27 million), unfavorable material economics, net of recoveries ($25 million) and non-recurring net benefits largely associated with insurance recoveries in fiscal 2023 ($13 million).
All statements in this Form 10-K other than statements of historical fact are statements that are, or could be, deemed "forward-looking statements", within the meaning of the Private Securities Litigation Reform Act of 1995.
All statements in this Form 10-K other than statements of historical fact are statements that are, or could be, deemed “forward-looking statements”, within the meaning of the Private Securities Litigation Reform Act of 1995.
Plans (in millions) Change in PBO Change in NPBC Change in PBO Change in NPBC 100 basis point decrease in discount rate $ — $ — $ 42 $ (1) 100 basis point decrease in expected return on plan assets N/A — N/A 2 Refer to Note 14, “Retirement Plans,” of the notes to consolidated financial statements for more information on Adient's pension plans.
Plans (in millions) Change in PBO Change in NPBC Change in PBO Change in NPBC 100 basis point decrease in discount rate $ — $ — $ 37 $ (1) 100 basis point decrease in expected return on plan assets N/A — N/A 3 Refer to Note 14, “Retirement Plans,” of the notes to consolidated financial statements for more information on Adient's pension plans.
(5) Fiscal 2024 reflects an $8 million loss on sale of 51% of Adient's interest in LFADNT (as described in Note 3, "Acquisitions and Divestitures," of the notes to consolidated financial statements), partially offset by a $1 million gain on sale of a nonconsolidated partially-owned affiliate.
Fiscal 2024 reflects an $8 million loss on sale of 51% of Adient's interest in LFADNT (as described in Note 3, “Acquisitions and Divestitures,” of the notes to consolidated financial statements), partially offset by a $1 million gain on sale of a nonconsolidated partially-owned affiliate.
For the non-U.S. pension, Adient consistently uses the relevant country specific benchmark indices for determining the various discount rates. Adient's discount rate on U.S. pension plans was 4.99% and 5.87% at September 30, 2024 and 2023, respectively. Adient's weighted average discount rate on non-U.S. plans was 4.75% and 5.60% at September 30, 2024 and 2023, respectively.
For the non-U.S. pension, Adient consistently uses the relevant country specific benchmark indices for determining the various discount rates. Adient's discount rate on U.S. pension plans was 5.60% and 4.99% at September 30, 2025 and 2024, respectively. Adient's weighted average discount rate on non-U.S. plans was 5.29% and 4.75% at September 30, 2025 and 2024, respectively.
The restructuring actions were substantially completed by fiscal 2023. New Accounting Pronouncements See Note 1, “Organization and Summary of Significant Accounting Policies,” of the notes to consolidated financial statements for a discussion of new accounting pronouncements. Adient plc | Form 10-K | 49
The restructuring actions were substantially completed by fiscal 2025. New Accounting Pronouncements See Note 1, “Organization and Summary of Significant Accounting Policies,” of the notes to consolidated financial statements for a discussion of new accounting pronouncements. Adient plc | Form 10-K | 51
The automotive industry has recently experienced a period of significant volatility in commodity and other input costs, including steel, petrochemical, freight, energy and labor costs. This price volatility may continue into the future as demand increases and/or supply is constrained.
The automotive industry has experienced periods of significant volatility in commodity and other input costs, including steel, petrochemical, freight, energy and labor costs. This price volatility may continue into the future as demand increases and/or supply is constrained.
Adient manages its business on a geographic basis and operates in the following three reportable segments for financial reporting purposes: 1) Americas, which is inclusive of North America and South America; 2) Europe, the Middle East and Africa (“EMEA”) and 3) Asia Pacific/China (“Asia”).
Adient plc | Form 10-K | 32 Adient manages its business on a geographic basis and operates in the following three reportable segments for financial reporting purposes: 1) Americas, which is inclusive of North America and South America; 2) Europe, the Middle East and Africa (“EMEA”) and 3) Asia Pacific/China (“Asia”).
In addition, Adient Global Holdings S.à r.l., a wholly-owned subsidiary of Adient, maintains a senior secured term loan facility (the “Term Loan B Agreement”) that had an outstanding balance of $632 million as of September 30, 2024.
In addition, Adient Global Holdings S.à r.l., a wholly-owned subsidiary of Adient, maintains a senior secured term loan facility (the “Term Loan B Agreement”) that had an outstanding balance of $625 million as of September 30, 2025.
Restructuring actions associated with these specific plans will primarily occur in fiscal years 2025 and 2026 and are expected to be substantially complete by fiscal year 2027.
Restructuring actions associated with these specific plans primarily occurring in fiscal years 2025 and 2026 are expected to be substantially complete by fiscal year 2027.
Adient evaluates the performance of its reportable segments using an adjusted EBITDA metric defined as income before income taxes and noncontrolling interests, excluding net financing charges, restructuring and impairment costs, restructuring related-costs, net mark-to-market adjustments on pension and postretirement plans, transaction gains/losses, purchase Adient plc | Form 10-K | 31 accounting amortization, depreciation, stock-based compensation and other non-recurring items (“Adjusted EBITDA”).
Adient evaluates the performance of its reportable segments using an adjusted EBITDA metric defined as income (loss) before income taxes and noncontrolling interests, excluding net financing charges, restructuring and impairment costs, restructuring-related costs, net mark-to-market adjustments on pension plans, transaction gains/losses, purchase accounting amortization, depreciation, stock-based compensation and other non-recurring items (“Adjusted EBITDA”).
Given current earnings and anticipated future earnings at certain subsidiaries, Adient believes that there is a possibility that sufficient positive evidence may become available that would allow the release of all, or a portion of, valuation allowances at certain subsidiaries within the next twelve months.
Given current earnings and anticipated future earnings at certain subsidiaries, Adient believes that there is a possibility that sufficient positive evidence may become available that would allow the release of all, or a portion of, valuation allowances at Adient plc | Form 10-K | 37 certain subsidiaries within the next twelve months.
Sales or discounts of accounts receivable are reflected as a reduction of accounts receivable on the consolidated statements of financial position and the proceeds are included in cash flows from operating activities in the consolidated statements of cash flows. As of both September 30, 2024 and September 30, 2023, $170 million was funded under these programs.
Sales or discounts of accounts receivable are reflected as a reduction of accounts receivable on the consolidated statements of financial position and the proceeds are included in cash flows from operating activities in the consolidated statements of cash flows. As of September 30, 2025 and 2024, $185 million and $170 million was funded under these programs, respectively.
Other pension expense was lower by $16 million in fiscal 2024 as compared to fiscal 2023 due primarily to a $13 million current year mark-to-market loss (compared to a $19 million loss in fiscal 2023) and an $8 million prior year curtailment loss primarily associated with employee termination benefit plans in the Americas segment.
Other pension expense was lower by $12 million in fiscal 2024 as compared to fiscal 2023 due primarily to a lower mark-to-market loss ($13 million in fiscal 2024 compared to $19 million in fiscal 2023) and an $8 million curtailment loss in fiscal 2023 primarily associated with employee termination benefit plans in the Americas segment.
For fiscal 2025, Adient estimates the long-term rate of return will approximate 6.75% and 4.95% for U.S. pension and non-U.S. pension plans, respectively. Any differences between actual investment results and the expected long-term asset returns will be reflected in net periodic benefit costs in the fourth quarter of each fiscal year.
For fiscal 2026, Adient estimates the long-term rate of return will approximate 6.75% and 5.71% for U.S. pension and non-U.S. pension plans, respectively. Any differences between actual investment results and the expected long-term asset returns will be reflected in net periodic benefit costs in the fourth quarter of each fiscal year.
Other Pension Expense (Income) Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Other pension expense (income) $ 21 (36)% $ 33 >100% $ (10) Other pension expense (income) consists of mark-to-market, curtailment and settlement adjustments, and non-service components of net periodic pension costs of Adient's retirement plans.
Other Pension Expense Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Other pension expense $ 10 (52)% $ 21 (36)% $ 33 Other pension expense consists of mark-to-market, curtailment and settlement adjustments, and non-service components of net periodic pension costs of Adient's retirement plans.
Refer to Note 9, "Debt and Financing Arrangements," of the notes to the consolidated financial statements for information related to the components of Adient's net financing charges.
Refer to Note 9, “Debt and Financing Arrangements,” of the notes to the consolidated financial statements for information related to the components of Adient's net financing charges.
Refer to Note 14, "Retirement Plans," of the notes to the consolidated financial statements for information related to the components of Adient's net periodic pension costs.
Refer to Note 14, “Retirement Plans,” of the notes to the consolidated financial statements for information related to the components of Adient's net periodic pension costs.
For fiscal years 2024 and 2023, Adient's weighted average expected long-term return on non-U.S. pension plan assets was 4.95% and 4.53%, respectively. The actual rate of return on non-U.S. pension plans was above 4.95% in fiscal 2024 and was below 4.53% in fiscal 2023.
For fiscal years 2025 and 2024, Adient's weighted average expected long-term return on non-U.S. pension plan assets was 5.14% and 4.95%, respectively. The actual rate of return on non-U.S. pension plans was below 5.14% in fiscal 2025 and was above 4.95% in fiscal 2024.
The decrease of $41 million is due primarily to lower net income ($194 million), higher realized and unrealized losses on derivatives ($53 million) and higher comprehensive income attributable to noncontrolling interests ($15 million), partially offset by the favorable impact of foreign currency translation adjustments ($221 million).
The decrease of $41 million is due primarily to lower net income ($194 million), higher realized and Adient plc | Form 10-K | 39 unrealized losses on derivatives ($53 million) and higher comprehensive income attributable to noncontrolling interests ($15 million), partially offset by the favorable impact of foreign currency translation adjustments ($221 million).
(3) Reflects amortization of intangible assets including those related to partially owned affiliates recorded within equity income. Adient plc | Form 10-K | 39 (4) Reflects restructuring-related charges for costs that are recorded as incurred or as earned and other non-recurring impacts that are directly attributable to restructuring activities.
(3) Reflects amortization of intangible assets including those related to partially-owned affiliates recorded within equity income. (4) Reflects restructuring-related charges for costs that are recorded as incurred or as earned and other non-recurring impacts that are directly attributable to restructuring activities.
Adient cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Adient’s control, that could cause Adient’s actual results to differ materially from those expressed or implied by such forward-looking statements, including, among others, risks related to the effects of local and national economic, credit and capital market conditions (including the persistence of high interest rates, vehicle affordability and volatile currency exchange rates) on the global economy, automotive vehicle production levels, mix and schedules, as well as the concentration of exposure to certain automotive manufacturers, shifts in market shares among vehicles, vehicle segments or away from vehicles on which Adient has significant content, changes in consumer demand, risks associated with Adient’s joint ventures, volatile energy markets, Adient’s ability and timing of customer recoveries for increased input costs, the availability of raw materials and component products (including components required by Adient’s customers for the manufacture of vehicles), geopolitical uncertainties such as the Ukraine and Middle East conflicts and the impact on the regional and global economies and additional pressure on supply chain and vehicle production, uncertainties in U.S. administrative policy regarding trade agreements, tariffs and other international trade relations, the ability of Adient to effectively launch new business at forecast and profitable levels, work stoppages, including due to strikes, supply chain disruptions and similar events, wage inflationary pressures due to labor shortages and new labor negotiations, the ability of Adient to execute its restructuring plans and achieve the desired benefit, the ability of Adient to meet debt service requirements and, terms of future financing, the impact of global tax reform legislation, global climate change and related emphasis on sustainability matters by various stakeholders, and the ability of Adient to achieve its sustainability-related goals, cancellation of or changes to commercial arrangements, and the ability of Adient to identify, recruit and retain key leadership.
Adient cautions that these statements are subject to numerous important risks, uncertainties, assumptions and other factors, some of which are beyond Adient’s control, that could cause Adient’s actual results to differ materially from those expressed or implied by such forward-looking statements, including, among others, risks related to: the effects of local and national economic, credit and capital market conditions (including the persistence of high interest rates, vehicle affordability and volatile currency exchange rates) on the global economy, increased competitive pressures in the EMEA and Asia regions from Chinese OEMs, uncertainties in U.S. administrative policy regarding trade agreements, tariffs and other international trade relations, automotive vehicle production levels, mix and schedules, as well as the concentration of exposure to certain automotive manufacturers particularly new entrants in the China market, shifts in market shares among vehicles, vehicle segments or away from vehicles on which Adient has significant content, changes in consumer demand, risks associated with Adient’s joint ventures, volatile energy markets, Adient’s ability and timing of customer recoveries for increased input costs, the availability of raw materials and component products (including components required by Adient’s customers for the manufacture of vehicles), risks associated with warranty and product recall and product liability exposures, geopolitical uncertainties such as the Ukraine and Middle East conflicts and the impact on the regional and global economies and additional pressure on supply chain and vehicle production, the ability of Adient to effectively launch new business at forecast and profitable levels, the ability of Adient to successfully identify suitable opportunities for organic investment and/or acquisitions and to integrate such investments and/or acquisitions, work stoppages, including due to strikes, supply chain disruptions and similar events, wage inflationary pressures due to labor shortages and new labor negotiations, the ability of Adient to execute its restructuring plans and achieve the desired benefit, the ability of Adient to meet debt service requirements and terms of future financing, the impact of global tax reform legislation, the impact of more aggressive positions taken by tax authorities, potential adjustment of the value of deferred tax assets, global climate change and related emphasis on sustainability matters by various stakeholders, and the ability of Adient to achieve its sustainability-related goals, cancellation of, or changes to, commercial arrangements, and the ability of Adient to identify, recruit and retain key leadership.
The following table illustrates estimated increases (decreases) in projected benefit obligation (“PBO”) and net periodic benefit cost excluding changes in mark-to-market adjustments and settlement charges (“NPBC”) as of September 30, 2024 and for fiscal 2024 assuming a decrease of 100 basis points in the discount rate and expected return on plan assets. Pension Benefits U.S. Plans Non-U.S.
The following table illustrates estimated increases (decreases) in projected benefit obligation (“PBO”) and net periodic benefit cost excluding changes in mark-to-market adjustments and settlement charges (“NPBC”) as of September 30, 2025 and for fiscal 2025 assuming a decrease of 100 basis points in the discount rate and expected return on plan assets.
Restructuring costs are included in restructuring and impairment costs in the consolidated statements of income. During fiscal 2023, Adient committed to a restructuring plan (“2023 Plan”) of $39 million. Adient also recorded additional charges totaling $1 million related to prior year plans. The restructuring actions related to cost reduction initiatives and consist primarily of workforce reductions in EMEA.
During fiscal 2023, Adient committed to a restructuring plan (“2023 Plan”) of $39 million. Adient also recorded additional charges totaling $1 million related to prior year plans. The restructuring actions related to cost reduction initiatives and consist primarily of workforce reductions in EMEA.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Presentation of Information Adient plc | Form 10-K | 30 Unless the context requires otherwise, references to "Adient plc" or "Adient" refer to Adient plc and its consolidated subsidiaries. The information presented herein are based on management’s perspective of Adient’s results of operations.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Presentation of Information Unless the context requires otherwise, references to “Adient plc” or “Adient” refer to Adient plc and its consolidated subsidiaries. The information presented herein are based on management’s perspective of Adient’s results of operations.
Comprehensive Income (Loss) Attributable to Adient Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Comprehensive income (loss) attributable to Adient $ 167 (20)% $ 208 >100% $ (338) Comprehensive income attributable to Adient was $167 million in fiscal 2024 compared to $208 million of comprehensive income in fiscal 2023.
Comprehensive Income (Loss) Attributable to Adient Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Comprehensive income (loss) attributable to Adient $ (256) >(100%) $ 167 (20)% $ 208 Comprehensive loss attributable to Adient was $256 million during fiscal 2025 compared to $167 million of comprehensive income during fiscal 2024.
Although the outcome of tax audits is always uncertain, management believes that it has appropriate support for the positions taken on its tax returns and that its annual tax provisions included amounts sufficient to pay assessments, if any, which may be proposed by the taxing authorities.
Management believes that it has appropriate support for the positions taken on its tax returns and that its annual tax provisions included amounts sufficient to pay assessments, if any, which may be proposed by the taxing authorities.
Gross profit for fiscal 2024 was unfavorably impacted by lower production volumes, non-recurring net benefits largely associated with insurance recoveries in fiscal 2023, unfavorable material economics, net of recoveries and the unfavorable impact of foreign currencies, partially offset by favorable operating performance.
Gross profit for fiscal 2024 was unfavorably impacted by lower production volumes, non-recurring net benefits largely associated with insurance recoveries in fiscal 2023, unfavorable material economics, net of recoveries and the unfavorable impact of foreign currencies, partially offset by favorable operating performance. Refer to the segment analysis below for a discussion of segment profitability.
Adient plc | Form 10-K | 43 Cash flows from financing activities Fiscal 2024 compared to Fiscal 2023: The increase in cash used by financing activities is attributable to $275 million common stock repurchases transacted in fiscal 2024 ($65 million in fiscal 2023) and the repayment of the €123 million ($132 million) unsecured notes, partially offset by the non-recurrence of prior year debt refinancing activities.
Fiscal 2024 compared to Fiscal 2023: The increase in cash used by financing activities is attributable to $275 million common stock repurchases transacted in fiscal 2024 ($65 million in fiscal 2023) and the repayment of the €123 million ($132 million) unsecured notes, partially offset by the non-recurrence of prior year debt refinancing activities.
Income Tax Provision Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Income tax provision $ 32 >100% $ — >(100)% $ 94 The fiscal 2024 income tax expense of $32 million was higher than the Irish statutory rate of 12.5% primarily due to the inability to record a tax benefit for losses in jurisdictions with valuation allowances, the repatriation of foreign earnings, $17 million of tax expense related to foreign exchange remeasurements of tax balances primarily in Mexico and tax expense from the establishment of valuation allowances at certain subsidiaries, partially offset by tax benefits from the release of uncertain tax positions due to audit closures and from the release of valuation allowances at certain subsidiaries.
The fiscal 2024 income tax expense of $32 million was higher than the Irish statutory rate of 12.5% primarily due to the inability to record a tax benefit for losses in jurisdictions with valuation allowances, the repatriation of foreign earnings, tax expense related to foreign exchange remeasurements of tax balances primarily in Mexico and tax expense from the establishment of valuation allowances at certain subsidiaries, partially offset by tax benefits from the release of uncertain tax positions due to audit closures and from the release of valuation allowances at certain subsidiaries.
Working capital is highly influenced by the timing of cash flows associated with sales and purchases, and therefore can be difficult to manage at times. See below and refer to Note 9, "Debt and Financing Arrangements," of the notes to consolidated financial statements for discussion of financing arrangements.
Working capital is highly influenced by the timing of cash flows associated with sales and purchases, and Adient plc | Form 10-K | 43 therefore can be difficult to manage at times. See below and refer to Note 9, “Debt and Financing Arrangements,” of the notes to consolidated financial statements for discussion of financing arrangements.
Light vehicle production levels by geographic region are provided below: Light Vehicle Production (units in millions) 2024 Change 2023 Change 2022 Global 89.4 1.5 % 88.1 8.0 % 81.6 North America 15.6 0.6 % 15.5 9.9 % 14.1 South America 2.8 -6.7 % 3.0 7.1 % 2.8 Europe 16.2 -2.4 % 16.6 15.3 % 14.4 Other EMEA 1.3 18.2 % 1.1 -8.3 % 1.2 China 29.5 7.7 % 27.4 2.6 % 26.7 Asia, excluding China 24.0 -2.0 % 24.5 9.4 % 22.4 Source: S&P Global, October 2024 Financial Results Summary Significant aspects of Adient's financial results for fiscal 2024 include the following: • Adient recorded net sales of $14,688 million for fiscal 2024, representing a decrease of $707 million when compared to fiscal 2023.
Light vehicle production levels by geographic region are provided below: Light Vehicle Production (units in millions) 2025 Change 2024 Change 2023 Global 92.1 3.0 % 89.4 1.5 % 88.1 North America 15.3 -1.9 % 15.6 0.6 % 15.5 South America 3.1 10.7 % 2.8 -6.7 % 3.0 Europe 16.9 -3.4 % 17.5 -1.1 % 17.7 China 32.5 10.2 % 29.5 7.7 % 27.4 Asia, excluding China 24.3 1.3 % 24.0 -2.0 % 24.5 Source: S&P Global, October 2025 Financial Results Summary Significant aspects of Adient's financial results for fiscal 2025 include the following: • Adient recorded net sales of $14,535 million for fiscal 2025, representing a decrease of $153 million, or 1.0%, when compared to fiscal 2024.
See the working capital section below for further information on changes in working capital. Cash flows from investing activities Fiscal 2024 compared to Fiscal 2023: The increase in cash used by investing activities is primarily attributable to higher capital expenditures as further explained below and by lower levels of proceeds from asset sales.
Fiscal 2024 compared to Fiscal 2023: The increase in cash used by investing activities is primarily attributable to higher capital expenditures as further explained below and by lower levels of proceeds from asset sales.
Refer to Note 3, "Acquisitions and Divestitures," and Note 18, "Nonconsolidated Partially-Owned Affiliates," of the notes to the consolidated financial statements for more information.
Refer to Note 3, “Acquisitions and Divestitures,” and Note 18, “Nonconsolidated Partially-Owned Affiliates,” of the notes to the consolidated financial statements for more information.
As of September 30, 2024, Adient had not drawn down on the ABL Credit Facility and had availability under this facility of approximately $779 million (net of $11 million of letters of credit).
As of September 30, 2025, Adient had not drawn down on the ABL Credit Facility and had availability under this facility of approximately $814 million (net of $8 million of letters of credit).
Any amounts that are concluded to be no longer recoverable are immediately Adient plc | Form 10-K | 45 recognized as a reduction to revenue. Refer to Note 1, "Organization and Summary of Significant Accounting Policies," and Note 2, "Revenue Recognition," of the notes to the consolidated financial statements for more information.
Any amounts that are concluded to be no longer recoverable are immediately recognized as a reduction to revenue. Refer to Note 1, “Organization and Summary of Significant Accounting Policies,” and Note 2, “Revenue Recognition,” of the notes to the consolidated financial statements for more information.
If Adient's actual returns on plan assets are less than Adient's expectations, additional contributions may be required. Adient plc | Form 10-K | 47 In fiscal 2024, total Adient contributions to the defined benefit pension plans were $20 million. Adient expects to contribute at least $10 million in cash to its defined benefit pension plans in fiscal 2025.
If Adient's actual returns on plan assets are less than Adient's expectations, additional contributions may be required. In fiscal 2025, total Adient contributions to the defined benefit pension plans were $18 million. Adient expects to contribute at least $8 million in cash to its defined benefit pension plans in fiscal 2026.
Adient plc | Form 10-K | 38 The following table summarizes net sales and adjusted EBITDA by reportable segment for fiscal 2024, 2023 and 2022: (in millions) Americas EMEA Asia Corporate/Eliminations Consolidated Fiscal 2024 Net sales $ 6,763 $ 5,029 $ 2,989 $ (93) $ 14,688 Adjusted EBITDA $ 375 $ 155 $ 439 $ (89) $ 880 Fiscal 2023 Net sales $ 7,220 $ 5,195 $ 3,085 $ (105) $ 15,395 Adjusted EBITDA $ 336 $ 232 $ 464 $ (94) $ 938 Fiscal 2022 Net sales $ 6,557 $ 4,764 $ 2,926 $ (126) $ 14,121 Adjusted EBITDA $ 242 $ 138 $ 383 $ (88) $ 675 The following is a reconciliation of Adient's reportable segments' adjusted EBITDA to income before income taxes: Year Ended September 30, (in millions) 2024 2023 2022 Adjusted EBITDA Americas $ 375 $ 336 $ 242 EMEA 155 232 138 Asia 439 464 383 Subtotal 969 1,032 763 Corporate-related costs (1) (89) (94) (88) Restructuring and impairment costs (2) (168) (40) (25) Purchase accounting amortization (3) (48) (52) (54) Restructuring related activities (4) — 2 (6) Loss on disposal transactions (5) (7) (6) — Depreciation (285) (290) (298) Equity based compensation (31) (34) (29) Other items (6) 2 5 (4) Earnings before interest and income taxes 343 523 259 Net financing charges (189) (195) (215) Other pension income (expense) (21) (33) 10 Income before income taxes $ 133 $ 295 $ 54 Notes: (1) Corporate-related costs not allocated to the segments include executive office, communications, corporate development, legal and corporate finance.
The following table summarizes net sales and adjusted EBITDA by reportable segment for fiscal 2025, 2024 and 2023: (in millions) Americas EMEA Asia Corporate/Eliminations Consolidated Fiscal 2025 Net sales $ 6,856 $ 4,773 $ 2,983 $ (77) $ 14,535 Adjusted EBITDA $ 402 $ 124 $ 440 $ (85) $ 881 Fiscal 2024 Net sales $ 6,763 $ 5,029 $ 2,989 $ (93) $ 14,688 Adjusted EBITDA $ 375 $ 155 $ 439 $ (89) $ 880 Fiscal 2023 Net sales $ 7,220 $ 5,195 $ 3,085 $ (105) $ 15,395 Adjusted EBITDA $ 336 $ 232 $ 464 $ (94) $ 938 Adient plc | Form 10-K | 40 The following is a reconciliation of Adient's reportable segments' adjusted EBITDA to income (loss) before income taxes: Year Ended September 30, (in millions) 2025 2024 2023 Adjusted EBITDA Americas $ 402 $ 375 $ 336 EMEA 124 155 232 Asia 440 439 464 Subtotal 966 969 1,032 Corporate-related costs (1) (85) (89) (94) Restructuring and impairment costs (2) (392) (168) (40) Purchase accounting amortization (3) (47) (48) (52) Restructuring-related activities (4) (11) — 2 Gain (loss) on disposal transactions (5) 4 (7) (6) Depreciation (279) (285) (290) Equity based compensation (6) (32) (31) (34) Other items (7) (9) 2 5 Earnings before interest and income taxes 115 343 523 Net financing charges (193) (189) (195) Other pension expense (10) (21) (33) Income (loss) before income taxes $ (88) $ 133 $ 295 Notes: (1) Corporate-related costs not allocated to the segments include executive office, communications, corporate development, legal and corporate finance.
Restructuring and Impairment Costs Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Restructuring and impairment costs $ 168 >100% $ 40 60% $ 25 Restructuring and impairment costs were higher by $128 million during fiscal 2024 due to restructuring actions taken primarily in EMEA in response to the macroeconomic factors occurring in the European automotive market causing reduced production volumes and to ensure Adient maintains a competitive cost structure by reducing labor costs and increasing efficiencies.
Restructuring and impairment costs were higher by $128 million during fiscal 2024 due to restructuring actions taken primarily in EMEA in response to the macroeconomic factors occurring in the European automotive market causing reduced production volumes and to ensure Adient maintains a competitive cost structure by reducing labor costs and increasing efficiencies.
Income Attributable to Noncontrolling Interests Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Income attributable to noncontrolling interests $ 83 (8)% $ 90 13% $ 80 The decrease in income attributable to noncontrolling interests during fiscal 2024 compared to fiscal 2023 is attributable to lower production volumes associated with new program launches at certain affiliates, which is partially offset by a $5 million adjustment to increase income attributable to noncontrolling interests recorded in fiscal 2024 but related to fiscal 2023.
The decrease in income attributable to noncontrolling interests during fiscal 2024 compared to fiscal 2023 is attributable to lower production volumes associated with new program launches at certain affiliates, which is partially offset by a $5 million adjustment to increase income attributable to noncontrolling interests recorded in fiscal 2024 but related to fiscal 2023.
Effects of Inflation and Changing Prices The effects of inflation have historically not been significant to Adient's results of operations. Generally, Adient has been able to implement operating efficiencies to sufficiently offset cost increases, which over time have been moderate.
Adient plc | Form 10-K | 46 Effects of Inflation and Changing Prices The effects of inflation have historically not been significant to Adient's results of operations. Generally, Adient has been able to implement operating efficiencies to sufficiently offset cost increases.
In addition, Adient determined it was necessary to release valuation allowances and establish valuation allowances in other jurisdictions that did not have a material impact on Adient’s financial statements.
In addition, Adient determined it was necessary to release valuation allowances and establish valuation allowances in other jurisdictions that did not have a material impact on Adient’s financial statements. Adient is subject to income taxes in Ireland, the U.S. and other non-U.S. jurisdictions.
Comprehensive income attributable to Adient was $208 million in fiscal 2023 compared to $338 million of comprehensive loss in fiscal 2022.
Comprehensive income attributable to Adient was $167 million in fiscal 2024 compared to $208 million of comprehensive income in fiscal 2023.
Cost of Sales / Gross Profit Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Cost of sales $ 13,760 (4)% $ 14,362 8% $ 13,314 Gross profit 928 (10)% 1,033 28% 807 % of sales 6.3 % 6.7 % 5.7 % Cost of sales decreased by $602 million, or 4%, and gross profit decreased by $105 million, or 10%, during fiscal 2024 as compared to fiscal 2023.
Cost of Sales / Gross Profit Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Cost of sales $ 13,574 (1)% $ 13,760 (4)% $ 14,362 Gross profit 961 4% 928 (10)% 1,033 % of sales 6.6 % 6.3 % 6.7 % Cost of sales decreased by $186 million, or 1%, and gross profit increased by $33 million, or 4%, during fiscal 2025 as compared to fiscal 2024.
The fair value of a reporting unit refers to the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date.
The fair value of a reporting unit refers to the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. In estimating the fair value, Adient primarily uses the income approach utilizing discounted cash flow analyses.
Equity Income Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Equity income $ 90 7% $ 84 12% $ 75 Equity income was $90 million for fiscal 2024, compared to $84 million for fiscal 2023.
Equity Income Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Equity income $ 68 (24)% $ 90 7% $ 84 Equity income was $68 million during fiscal 2025, compared to $90 million during fiscal 2024.
Fiscal 2023 reflects $3 million and $3 million of non-cash impairment related to certain of Adient's investments in nonconsolidated partially-owned affiliates in Asia and EMEA, respectively, (6) Fiscal 2024 reflects a $3 million non-recurring gain on a contract related settlement and $1 million of indirect tax recoveries in Brazil, partially offset by $1 million of transaction costs and a $1 million one-time divestiture related impact at an affiliate.
Fiscal 2024 reflects a $3 million non-recurring gain on a contract related settlement and $1 million of indirect tax recoveries in Brazil, partially offset by $1 million of transaction costs and a $1 million one-time divestiture related impact at an affiliate.
Intangible assets with definite lives continue to be amortized over Adient plc | Form 10-K | 46 their estimated useful lives and are subject to impairment testing as part of their asset group if events or changes in circumstances indicate that the asset might be impaired.
Intangible assets with definite lives continue to be amortized over their estimated useful lives and are subject to impairment testing as part of their asset group if events or changes in circumstances indicate that the asset might be impaired. A considerable amount of management judgment and assumptions are required in performing the impairment tests.
No other-than-temporary impairment indicators were present in fiscal 2024. During fiscal 2023, Adient concluded that indicators of other-than-temporary impairment were present related to two nonconsolidated partially-owned affiliates, and recorded a $6 million ($3 million in Asia and $3 million in EMEA) non-cash impairment as a result.
During fiscal 2023, Adient concluded that indicators of other-than-temporary impairment were present related to two nonconsolidated partially-owned affiliates, and recorded a $6 million ($3 million in Asia and $3 million in EMEA) non-cash impairment as a result. Refer to Note 18, “Nonconsolidated Partially-Owned Affiliates,” of the notes to the consolidated financial statements for additional information.
Americas Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Net sales $ 6,763 (6)% $ 7,220 10% $ 6,557 Adjusted EBITDA $ 375 12% $ 336 39% $ 242 Net sales decreased in fiscal 2024 by $457 million primarily due to lower current year production volumes resulting from weakening consumer demand, slower than expected product launches and the UAW strike-related disruptions during the first quarter of fiscal 2024 at certain customers ($470 million), unfavorable material economics recoveries ($55 million) and the unfavorable impact of foreign currencies ($21 million), partially offset by net favorable pricing adjustments ($89 million).
Net sales decreased in fiscal 2024 by $457 million primarily due to lower fiscal 2024 production volumes resulting from weakening consumer demand, slower than expected product launches and the UAW strike-related disruptions during the first quarter of fiscal 2024 at certain customers ($470 million), unfavorable material economics recoveries ($55 million) and the unfavorable impact of foreign currencies ($21 million), partially offset by net favorable commercial pricing adjustments ($89 million).
Selling, General and Administrative Expenses Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Selling, general and administrative expenses $ 507 (8)% $ 554 (7)% $ 598 % of sales 3.5 % 3.6 % 4.2 % SG&A for fiscal 2024 decreased by $47 million, or 8%, as compared to fiscal 2023.
Selling, General and Administrative Expenses (“SG&A”) Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Selling, general and administrative expenses $ 522 3% $ 507 (8)% $ 554 % of sales 3.6 % 3.5 % 3.6 % SG&A expenses increased by $15 million, or 3%, during fiscal 2025 as compared to fiscal 2024.
The payment terms for molds, dies and other tools that are acquired as part of pre-production activities are in general longer, and are normally dependent on the terms which Adient has agreed with its customers. As of September 30, 2024, and September 30, 2023, Adient's liabilities related to this program were $76 million and $50 million, respectively.
The payment terms for molds, dies and other tools that are acquired as part of pre-production activities are in general longer, and are normally dependent on the terms which Adient has agreed with its customers.
Adient plc | Form 10-K | 37 Net Income (Loss) Attributable to Adient Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Net income (loss) attributable to Adient $ 18 (91)% $ 205 >100% $ (120) Net income attributable to Adient was $18 million for fiscal 2024, compared to an income of $205 million for fiscal 2023.
Net Income (Loss) Attributable to Adient Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Net income (loss) attributable to Adient $ (281) >(100%) $ 18 (91)% $ 205 Net loss attributable to Adient was $281 million during fiscal 2025, compared to net income attributable to Adient of $18 million during fiscal 2024.
Interest is payable on the ABL Credit Facility at a fluctuating rate of interest determined by reference to Term Secured Overnight Financing Rate (“SOFR”), in the case of amounts outstanding in Dollars, Euro Interbank Offered Rate (“EURIBOR”), in the case of amounts outstanding in Euros, Stockholm Interbank Offered Rate (“STIBOR”), in the case of amounts outstanding in Swedish Krona and Sterling Over Night Indexed Average (“SONIA”), in the case of amounts outstanding in Pounds Sterling, in each case, plus an applicable margin of 1.50% to 2.00%.
Interest is payable on the ABL Credit Facility at a fluctuating rate of interest determined by reference to Term SOFR, in the case of amounts outstanding in Dollars, EURIBOR, in the case of amounts outstanding in Euros, STIBOR, in the case of amounts outstanding in Swedish Krona and SONIA, in the case of amounts outstanding in Pounds Sterling, in each case, plus an applicable margin of 1.50% to 2.00%.
Asia Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Net sales $ 2,989 (3)% $ 3,085 5% $ 2,926 Adjusted EBITDA $ 439 (5)% $ 464 21% $ 383 Net sales decreased in fiscal 2024 by $96 million due to the unfavorable impact of foreign currencies ($85 million), lower production volumes due primarily to program changeovers, program launches and lower volumes on foreign OEM platforms in China ($29 million) and unfavorable material economics recoveries ($2 million), partially offset by net favorable pricing adjustments ($20 million).
Net sales decreased in fiscal 2024 by $96 million due to the unfavorable impact of foreign currencies ($85 million), lower production volumes due primarily to program changeovers, program launches and lower volumes on foreign OEM platforms in China ($29 million) and unfavorable material economics recoveries ($2 million), partially offset by net favorable commercial pricing adjustments ($20 million).
Refer to Note 18, “Nonconsolidated Partially-Owned Affiliates,” of the notes to the consolidated financial statements for additional information. During fiscal 2024, Adient determined that an impairment had occurred with its investment in Adient Aerospace and recorded an impairment charge of $9 million.
During fiscal 2025 and 2024, Adient determined that an impairment had occurred with its investment in Adient Aerospace and recorded an impairment charge of $8 million and $9 million, respectively. No remaining investment is recorded as of September 30, 2025. Refer to Note 15, “Restructuring and Impairment Costs,” of the notes to the consolidated financial statements for additional information.
Refer to Note 15, "Restructuring and Impairment Costs," of the notes to the consolidated financial statements and the discussion under Liquidity and Capital Resources below for additional information related to Adient's restructuring plans.
Refer to Note 6, “Goodwill and Other Intangible Assets” and Note 15, “Restructuring and Impairment Costs” of the notes to the consolidated financial statements and the discussion under Liquidity and Capital Resources below for additional information related to the goodwill impairment recorded during fiscal 2025 and Adient's restructuring plans.
The decrease in net sales is attributable to Adient's lower overall production volumes in all regions, the unfavorable impact of foreign currencies, and unfavorable material economics recoveries, partially offset by favorable net pricing adjustments. • Gross profit was $928 million, or 6.3% of net sales for fiscal 2024 compared to $1,033 million, or 6.7% of net sales for fiscal 2023.
The decrease in net sales is primarily attributable to lower overall production volumes in EMEA, Adient plc | Form 10-K | 33 net of higher production volumes in Americas and Asia and unfavorable material economics recoveries, partially offset by the favorable impact of foreign currencies and favorable commercial pricing adjustments. • Gross profit was $961 million, or 6.6% of net sales, for fiscal 2025 compared to $928 million, or 6.3% of net sales for fiscal 2024.
Refer to Note 15, “Restructuring and Impairment Costs,” of the notes to consolidated financial statements for more information. During fiscal 2024, Adient committed to a restructuring plan of $169 million that was offset by prior period underspend of $1 million and $9 million cost reimbursement committed by a customer.
Restructuring costs are included in restructuring and impairment costs in the consolidated statements of income (loss). During fiscal 2024, Adient committed to a restructuring plan (“2024 Plan”) of $169 million that was offset by prior period underspend of $1 million and $9 million cost reimbursement committed by a customer.
During fiscal 2024, global light vehicle production increased 1.5%, driven by improved production volumes predominately in China. The current operating environment varies by region, being impacted by weakening consumer demand due to new vehicle affordability and high interest rates along with slower electric vehicle adoption rates.
The current operating environment varies by region, being impacted by weakening consumer demand due to new vehicle affordability and high interest rates along with slower electric vehicle adoption rates.
Adient plc | Form 10-K | 40 EMEA Year Ended September 30, (in millions) 2024 Change 2023 Change 2022 Net sales $ 5,029 (3)% $ 5,195 9% $ 4,764 Adjusted EBITDA $ 155 (33)% $ 232 68% $ 138 Net sales decreased in fiscal 2024 by $166 million primarily due to lower production volumes resulting from weakening consumer demand for new vehicles and product mix ($212 million), unfavorable material economics recoveries ($36 million) and net unfavorable pricing adjustments ($9 million), partially offset by the favorable impact of foreign currencies ($91 million).
EMEA Year Ended September 30, (in millions) 2025 Change 2024 Change 2023 Net sales $ 4,773 (5)% $ 5,029 (3)% $ 5,195 Adjusted EBITDA $ 124 (20)% $ 155 (33)% $ 232 Net sales decreased in fiscal 2025 by $256 million primarily as a result of lower production volumes resulting from weakening consumer demand for new vehicles, unfavorable product mix and from other intentional portfolio reductions ($336 million), unfavorable material economics recoveries ($23 million) and net unfavorable commercial pricing adjustments ($6 million), partially offset by the favorable impact of foreign currencies ($109 million).
(2) Reflects restructuring charges for costs that are probable and reasonably estimable and one-time asset impairments. During fiscal 2024, an impairment charge of $9 million related to Adient’s investment in Adient Aerospace was recorded.
(2) Reflects restructuring charges for costs that are probable and reasonably estimable and one-time asset impairments. Fiscal 2025 reflects a non-recurring, non-cash goodwill impairment charge of $333 million in the EMEA reporting unit, restructuring charges of $51 million and an impairment charge of $8 million related to Adient’s investment in Adient Aerospace.
Refer to Note 15, “Restructuring and Impairment Costs,” of the notes to the consolidated financial statements for additional information. Employee Benefit Plans Adient provides a range of pension benefits to its employees and retired employees. These benefits are Adient's direct obligation and have been recorded within Adient's consolidated financial statements.
Adient plc | Form 10-K | 48 Employee Benefit Plans Adient provides a range of pension benefits to its employees and retired employees. These benefits are Adient's direct obligation and have been recorded within Adient's consolidated financial statements.

… 118 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

7 edited+0 added−0 removed18 unchanged
Biggest changeThe currency effects of the foreign currency forward contracts are reflected in the accumulated other comprehensive income account (“AOCI”) within shareholders' equity attributable to Adient where they offset gains and losses recorded on Adient's net investments in China.
Biggest changeCross currency interest rate swap contracts are also utilized to selectively hedge portions of Adient’s investments in Europe. The currency effects of such contracts are reflected in the foreign currency translation adjustments account within shareholders' equity attributable to Adient where they offset gains and losses recorded on Adient's net investments in China and Europe.
Adient performs hedge effectiveness testing on an ongoing basis depending on the type of hedging instrument used. All other derivatives not designated as hedging instruments under ASC 815, “Derivatives and Hedging,” are revalued in the consolidated statements of income. Adient evaluates cash flow hedges for effectiveness at inception based on the critical terms match method.
Adient performs hedge effectiveness testing on an ongoing basis depending on the type of hedging instrument used. All other derivatives not designated as hedging instruments under ASC 815, “Derivatives and Hedging,” are revalued in the consolidated statements of income (loss). Adient evaluates cash flow hedges for effectiveness at inception based on the critical terms match method.
Adient evaluates from time to time derivatives available in the marketplace and may decide to utilize derivatives in the future to manage select commodity risks if acceptable hedging instruments and counterparties are identified for its exposure level at that time, as well as the effectiveness of the financial hedge among other factors. Adient plc | Form 10-K | 51
Adient evaluates from time to time derivatives available in the marketplace and may decide to utilize derivatives in the future to manage select commodity risks if acceptable hedging instruments and counterparties are identified for its exposure level at that time, as well as the effectiveness of the financial hedge among other factors. Adient plc | Form 10-K | 53
During fiscal 2024, Adient had hedge contracts outstanding with the aim of hedging balance sheet items, or with the aim of hedging forecasted commitments. Foreign exchange contracts hedging balance sheet items are marked-to-market through the income statement, while foreign exchange contracts to hedge forecasted commitments are designated in a hedge relationship as a cash flow hedge.
During fiscal 2025, Adient had hedge contracts outstanding with the aim of hedging balance sheet items, or with the aim of hedging forecasted commitments. Foreign exchange contracts hedging balance sheet items are marked-to-market through the income statement, while foreign exchange contracts to hedge forecasted commitments are designated in a hedge relationship as a cash flow hedge.
Adient plc | Form 10-K | 50 Foreign Currency Risk Adient has manufacturing, sales and distribution facilities around the world and thus makes investments and enters into transactions denominated in various foreign currencies.
Adient plc | Form 10-K | 52 Foreign Currency Risk Adient has manufacturing, sales and distribution facilities around the world and thus makes investments and enters into transactions denominated in various foreign currencies.
At September 30, 2024 and 2023, Adient estimates that the fair value of outstanding foreign exchange contracts would have been adversely impacted by approximately $72 million and $47 million, respectively, from an unfavorable 10% change in all applicable foreign currency exchange rates versus the U.S. Dollar.
At September 30, 2025 and 2024, Adient estimates that the fair value of outstanding foreign exchange contracts would have been adversely impacted by approximately $77 million and $72 million, respectively, from an unfavorable 10% change in all applicable foreign currency exchange rates versus the U.S. Dollar.
These are marked-to-market through other comprehensive income when effective. As of September 30, 2024, certain foreign currency forward contracts have been designated to selectively hedge portions of Adient's net investments in China.
These are marked-to-market through other comprehensive income when effective. Currency translations of net assets of Adient’s non-U.S. operations are also sensitive to changes in foreign currency exchange rates. As of September 30, 2025, certain foreign currency forward contracts have been designated to selectively hedge portions of Adient's net investments in China.

Other ADNT 10-K year-over-year comparisons