X0306 4 2016-02-11 0 0000842162 LEAR CORP LEA 0001193797 STEPHENS MEL 21557 TELEGRAPH ROAD SOUTHFIELD MI 48033 0 1 0 0 SVP Comm, Facilities & Inv Rel Common Stock 2016-02-12 4 A 0 40710 0.00 A 75955 D Common Stock 2016-02-12 4 F 0 18809 97.89 D 57146 D Restricted Stock Units 2016-02-11 4 A 0 4189 0.00 A Common Stock 4189 4189 D Settlement of non-derivative performance shares for the three-year performance period ending December 31, 2015, granted under the 2009 Lear Corporation Long-Term Stock Incentive Plan and exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(d). Excludes 6,000 shares transferred to Mr. Stephens' ex-wife pursuant to a domestic relations order. Shares withheld by the Company to satisfy minimum tax withholding requirements. Converts into common stock on a 1-for-1 basis. The Compensation Committee certified on February 11, 2016 that Company achieved the 2015 net income performance goal for the restricted stock unit awards granted in 2015 under the Lear Corporation 2009 Long-Term Stock Incentive Plan. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock on January 2, 2018. /s/ Karen Crittenden, as Attorney-in-Fact 2016-02-16