LEAR CORP — Director's Dealing 2014

May 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LEAR CORP (LEA)
CIK: 0000842162
Period of Report: 2014-05-15

Reporting Person: FOSTER JONATHAN F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-15	Common Stock	A	1649	$0.00	Acquired	9401	Direct
2014-05-15	Common Stock	S	1800	$84.7006	Disposed	7601	Direct
2014-05-05	Common Stock	S	2076	$85.7011	Disposed	5525	Direct

Footnotes

F1: Grant of unrestricted common stock under the Lear Corporation 2009 Long-Term Stock Incentive Plan and exempt under Rule 16b-3 of the Securities Exchange Act of 1934.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.69 to $84.71, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.55 to $85.80, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.