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PHINIA INC. (PHIN) Material Contracts

PHINIA INC. Material Contracts

Every material contract the company filed as Exhibit 10 (executive pay plans, credit agreements, supplier and indemnity agreements), newest first, with the filing's own description.

  • 2026-02-12: Form 10-K; Exhibit 10.3; Description Amended and Restated Tax Matters Agreement, dated as of October 15, 2025, by and between BorgWarner Inc. and the Company*.
  • 2026-02-12: Form 10-K; Exhibit 10.1; Description Settlement Agreement, dated as of October 15, 2025, by and between BorgWarner Inc. and the Company*.
  • 2025-07-24: Form 10-Q; Exhibit 10.1; Description Amended and Restated PHINIA Inc. Transition Income Plan.*+.
  • 2025-04-25: Form 10-Q; Exhibit 10.4; Description Form of Deferred Cash Award Agreement for Employees (China).* +.
FiledFormExhibitDescription
2026-02-1210-K10.3Amended and Restated Tax Matters Agreement, dated as of October 15, 2025, by and between BorgWarner Inc. and the Company*
2026-02-1210-K10.1Settlement Agreement, dated as of October 15, 2025, by and between BorgWarner Inc. and the Company*
2025-07-2410-Q10.1Amended and Restated PHINIA Inc. Transition Income Plan.*+
2025-04-2510-Q10.4Form of Deferred Cash Award Agreement for Employees (China).* +
2025-04-2510-Q10.3Form of Stock Unit Award Agreement for Non-U.S. Employees under the PHINIA Inc. 2023 Stock Incentive Plan.* +
2025-04-2510-Q10.2Form of Performance Stock Unit Award Agreement for Non-U.S. Employees under the PHINIA Inc. 2023 Stock Incentive Plan.* +
2025-04-2510-Q10.1Form of Performance Stock Unit Award Agreement for U.S. Employees under the PHINIA Inc. 2023 Stock Incentive Plan.*+
2025-02-1310-K10.36Form of Stock Unit Award Agreement for Non-Employee Directors under the PHINIA Inc. 2023 Stock Incentive Plan*+
2025-02-1310-K10.35PHINIA Inc. Director Deferred Compensation Program 2025-2026 Board Year Election Form*+
2025-02-1310-K10.32Non-CEO Executive Officer Form of Amended and Restated Change of Control Employment Agreement*+
2025-02-1310-K10.31CEO Form of Amended and Restated Change of Control Employment Agreement*+
2025-02-1310-K10.29PHINIA Inc. Amended and Restated Retirement Savings Excess Benefit Plan (incorporated by reference to Exhibit 10.29 of the Company’s Form 10-K for the fiscal year ended December 31, 2023)+
2024-10-3110-Q10.2Form of Deferred Cash Award Agreement for Employees (China).*+
2024-09-188-K10.1Amendment No. 2 to Credit Agreement, dated as of September 17, 2024, by and among the Company, the guarantors listed on the signature pages thereof, the lenders party thereto and Bank of America, N.A., as administrative agent
2024-04-2510-Q10.5Form of Stock Unit Award Agreement for Non-U.S. Employees under the PHINIA Inc. 2023 Stock Incentive Plan.*+
2024-04-2510-Q10.4Form of Performance Stock Unit Award Agreement for Non-U.S. Employees under the PHINIA Inc. 2023 Stock Incentive Plan.*+
2024-04-048-K10.1Amendment No. 1 to Credit Agreement, dated as of April 4, 2024, by and among the Company, the guarantors listed on the signature pages thereof, the lenders party thereto and Bank of America, N.A. as administrative agent
2024-02-2810-K10.29PHINIA Inc. Amended and Restated Retirement Savings Excess Benefit Plan*+
2024-02-2810-K10.28Amendment to Form of Change of Control Agreement*+
2024-02-2810-K10.27Form of Change of Control Employment Agreement*+
2024-02-218-K10.2Form of Restricted Stock Agreement
2024-02-218-K10.1Form of Performance Stock Unit Award Agreement (US Employees)
2023-11-0610-Q10.23Form of Stock Unit Award Agreement for Non-U.S. Employees under the 2023 Stock Incentive Plan.*
2023-11-0610-Q10.22Form of Stock Unit Award Agreement for U.S. Employees under the 2023 Stock Incentive Plan.*
2023-11-0610-Q10.21Form of Restricted Stock Agreement for Employees under the 2023 Stock Incentive Plan.*
2023-11-0610-Q10.20Form of Conversion Award Stock Unit Award Agreement for Non-U.S. Employees under the 2023 Stock Incentive Plan.*
2023-11-0610-Q10.19Form of Conversion Award Stock Unit Award Agreement for U.S. Employees under the 2023 Stock Incentive Plan.*
2023-11-0610-Q10.18Form of Conversion Award Restricted Stock Agreement for Employees under the 2023 Stock Incentive Plan.*
2023-08-0710-Q10.20Management Incentive Bonus Plan.*
2023-08-0710-Q10.19Form of Restricted Stock Agreement for Non-Employee Directors under the 2023 Stock Incentive Plan.*
2023-07-078-K10.17Credit Agreement, dated July 3, 2023, among the Company, the other loan parties from time to time party thereto, the lenders from time to time party thereto, Bank of America, N.A., as administrative agent, a swingline lender and an L/C issuer, and the other swingline lenders and L/C issuers from time to time party thereto.
2023-07-078-K10.16ECU Supply Agreement, dated July 2, 2023, between BorgWarner PowerDrive Systems (Suzhou) Co., Ltd. and BorgWarner Industria E Comercio Brasil Ltda
2023-07-078-K10.15ECU Supply Agreement, dated July 2, 2023, between BorgWarner PowerDrive Systems (Suzhou) Co., Ltd. and BorgWarner Fuel Systems (Yantai) Co., Ltd.
2023-07-078-K10.14ECU Supply Agreement, dated July 2, 2023, between BorgWarner PowerDrive Systems (Suzhou) Co., Ltd. and BorgWarner (Shanghai) Automobile Fuel Systems Co., Ltd.
2023-07-078-K10.13ECU Supply Agreement, dated July 2, 2023, between BorgWarner Singapore Holdings Pte. Ltd. and BorgWarner Fuel Systems (Yantai) Co., Ltd.
2023-07-078-K10.12ECU Supply Agreement, dated July 2, 2023, between BorgWarner Singapore Holdings Pte. Ltd. and BorgWarner India Private Limited.
2023-07-078-K10.11ECU Supply Agreement, dated July 2, 2023, between BorgWarner Singapore Holdings Pte. Ltd. and BorgWarner France SAS.
2023-07-078-K10.10Contract Manufacturing Agreement, dated July 2, 2023, between BorgWarner eMobility Poland sp. z o.o and BorgWarner Mobility Poland sp. z o.o.
2023-07-078-K10.9Contract Manufacturing Agreement, dated July 2, 2023, between BorgWarner (Shanghai) Automobile Fuel Systems Co., Ltd. and BorgWarner Automotive Components (Ningbo), Co. Ltd.
2023-07-078-K10.8Contract Manufacturing Agreement, dated July 2, 2023, between BorgWarner (Shanghai) Automobile Fuel Systems Co., Ltd. and BorgWarner Poland sp. z o.o.
2023-07-078-K10.7Contract Manufacturing Agreement, dated July 2, 2023, between BorgWarner (Shanghai) Automobile Fuel Systems Co., Ltd. and BorgWarner Automotive Components (Ningbo) Co., Ltd.
2023-07-078-K10.6Contract Manufacturing Agreement, dated July 2, 2023, between BorgWarner Propulsion Systems LLC, BorgWarner Luxembourg Operations SARL and BorgWarner Propulsion II LLC.
2023-07-078-K10.5Electronics Collaboration Agreement, dated July 2, 2023, by and between BorgWarner PDS (USA) Inc. and PHINIA Technologies Inc.
2023-07-078-K10.4Intellectual Property Cross-License Agreement, dated July 2, 2023, by and between BorgWarner, Delphi Technologies IP Limited, PHINIA Technologies, Inc. and BorgWarner Luxembourg Operations S.A.R.L.
2023-07-078-K10.3Employee Matters Agreement, dated July 2, 2023, by and between BorgWarner and the Company.
2023-07-078-K10.2Tax Matters Agreement, dated July 2, 2023, by and between BorgWarner and the Company.
2023-07-078-K10.1Transition Services Agreement, dated July 2, 2023, by and between BorgWarner and the Company.

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