AUTOLIV INC — Director's Dealing 2019

May 9, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOLIV INC (ALV)
CIK: 0001034670
Period of Report: 2019-03-07

Reporting Person: Senko Thaddeus (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-07	Common Stock	M	623	$0.00	Acquired	690	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-07	Restricted Stock Unit	$	A	4.9016	Acquired		Common Stock (4.9016)	Direct
2019-05-07	Restricted Stock Unit	$	M	623.2953	Disposed	2019-05-07	Common Stock (623.2953)	Direct
2019-05-07	Restricted Stock Unit	$	A	1593	Acquired		Common Stock (1593)	Direct

Footnotes

F1: Reflects the vesting of restricted stock units (RSUs), including RSUs acquired through dividend equivalents, granted on May 8, 2018 as payment of one-half of the 2018-2019 annual retainer for non-employee director service.

F2: Each RSU represents a contingent right to receive one share of ALV common stock.

F3: Dividend equivalent rights accrued in the form of additional RSUs to RSUs granted on May 8, 2018. Per the award agreement, cash dividends with a record date on or after the grant date and paid on or before the vesting date yield additional RSUs subject to the same vesting schedule as the underlying RSUs.

F4: The RSUs vest and convert to shares in one installment on the earlier of (a) the date of ALV's 2019 annual stockholder meeting, or (b) the one-year anniversary of May 8, 2018.

F5: Fractional RSUs are rounded down to the nearest whole number at vesting. The fractional amount is forfeited.

F6: Reflects a grant of RSUs as payment of one-half of the 2019-2020 annual retainer for non-employee director service.

F7: The RSUs vest and convert to shares in one installment on the earlier of (a) the date of ALV's 2020 annual stockholder meeting, or (b) the one-year anniversary of May 7, 2019.