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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
________________________
FORM 8-K
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Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 5, 2024
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LKQ CORPORATION
(Exact name of registrant as specified in its charter)
_______________________
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Delaware | 001-42002 | | 36-4215970 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | | (IRS Employer Identification No.) |
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5846 Crossings Boulevard | | | | |
Antioch, Tennessee | | | 37013 |
(Address of principal executive offices) | | | (Zip Code) |
Registrant's telephone number, including area code: (615) 781-5200
N/A
(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | 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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, par value $.01 per share | | LKQ | | The Nasdaq Global Select Market |
4.125% Notes due 2031 | | LKQ31 | | The Nasdaq Global Select Market |
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. o
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Item 5.05 | Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics. |
On November 5, 2024, the Board of Directors for LKQ Corporation approved and adopted an updated and revised Code of Ethics (“Code”) as part of its periodic review process. This Code applies to all employees, officers, and directors of LKQ and its subsidiaries.
The revisions reflect LKQ’s commitment to sustainability, clarify its position on gifts and entertainment, address key risks associated with bribery and corruption, and underscore the importance of preventing insider trading. Additionally, the amended Code includes various clarifying, stylistic, and non-substantive changes. The revisions do not materially alter the responsibilities and obligations outlined in the previous Code, nor do they imply any waiver of its provisions.
The summary of these amendments, as reported in this current Form 8-K, is qualified by reference to the complete text of the amended Code available on LKQ’s website at https://www.lkqcorp.com/codeofethics/. The contents of the Company’s website are not incorporated by reference in this report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 6, 2024
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LKQ CORPORATION |
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By: | /s/ Matthew J. McKay |
| Matthew J. McKay |
| Senior Vice President, General Counsel and Corporate Secretary |