PHINIA INC. Enters Material Definitive Agreement

TL;DR

PHINIA INC. signed a big deal, details TBD.

AI Summary

On October 15, 2025, PHINIA INC. entered into a material definitive agreement. The filing does not provide specific details on the nature of the agreement, the other parties involved, or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for PHINIA INC., which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing creates uncertainty about the nature and impact of the material definitive agreement.

Key Players & Entities

• PHINIA INC. (company) — Registrant

FAQ

From the Filing

0001968915-25-000059.txt : 20251021 0001968915-25-000059.hdr.sgml : 20251021 20251021161630 ACCESSION NUMBER: 0001968915-25-000059 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20251015 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20251021 DATE AS OF CHANGE: 20251021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHINIA INC. CENTRAL INDEX KEY: 0001968915 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] ORGANIZATION NAME: 04 Manufacturing EIN: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41708 FILM NUMBER: 251407242 BUSINESS ADDRESS: STREET 1: 3000 UNIVERSITY DRIVE CITY: AUBURN HILLS STATE: MI ZIP: 48326 BUSINESS PHONE: 248-732-1900 MAIL ADDRESS: STREET 1: 3000 UNIVERSITY DRIVE CITY: AUBURN HILLS STATE: MI ZIP: 48326 8-K 1 phin-20251015.htm 8-K phin-20251015 0001968915 FALSE 0001968915 2025-10-15 2025-10-15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2025 PHINIA INC. (Exact name of registrant as specified in its charter) Delaware 001-41708 92-2483604 State or other jurisdiction of Commission File No. (I.R.S. Employer Incorporation or organization Identification No.) 3000 University Drive Auburn Hills, Michigan 48326 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (248) 732-1900 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share PHIN New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 ( § 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ( § 240.12b-2 of this chapter). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 1.01. Entry into a Material Definitive Agreement On October 15, 2025, PHINIA Inc. (the “Company”) entered into a settlement agreement (the “Settlement Agreement”) with BorgWarner Inc. (“BorgWarner”) to resolve previously disclosed claims asserted by BorgWarner against the Company in Delaware Superior Court pursuant to which BorgWarner sought, among other things, a judicial declaration that the Company is obligated under the tax matters agreement, dated as of July 3, 2023 (the “Tax Matters Agreement”) and entered into by the parties in connection with the separation of the Company from BorgWarner on July 3, 2023 (the “Spin-Off”), to remit to BorgWarner refunds obtained by the Company from tax authorities that relate to certain indirect tax payments made prior to the Spin-Off (the “Pre-Spin Refundable Tax Payments”). The Settlement Agreement also resolves counterclaims asserted in D