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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): December 4, 2025
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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)
________________________
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
On December 4, 2025, LKQ Corporation (the “Company”) issued a press release announcing that the Company has commenced a process to explore the potential sale of its Specialty segment. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
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| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit Number | | Description of Exhibit |
| | LKQ Corporation Press Release dated December 4, 2025. |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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: December 4, 2025
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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 |
LKQ Corporation Initiates Sale Process for Specialty Segment
Continues Multi-Year Portfolio Simplification Strategy
ANTIOCH, Tenn., December 4, 2025 – LKQ Corporation (Nasdaq: LKQ) today announced that it has commenced a process to explore the potential sale of its Specialty segment.
“Our Specialty segment is a leading distributor of automotive, RV and marine parts and accessories in North America. It is a strong business supported by an exceptional team. To unlock its full potential, we initiated a strategic review earlier this year to evaluate opportunities for the business under new ownership. Current market conditions present an attractive environment to assess divestiture options and ensure we maximize the value of this best-in-class business.
This review aligns with our ongoing strategy to simplify our portfolio and concentrate on our core segments. We recently demonstrated our commitment to this strategy with the successful sale of our Self-Service segment,” said Justin Jude, President and Chief Executive Officer. “LKQ remains committed to delivering superior financial returns. Proceeds from a potential transaction will be allocated in accordance with the capital allocation framework previously outlined to shareholders by management, including maintaining a strong balance sheet and returning value to our shareholders through share repurchases. Importantly, we will only pursue a transaction that appropriately reflects our view of the market value of the business.”
There is no deadline or definitive timetable set for completion of a potential sale, and there can be no assurance that this process will result in a sale or any other transaction. The Company does not intend to comment on or provide updates regarding this process until it determines further disclosure is appropriate or required.
LKQ has engaged Bank of America as financial advisor and Wachtell, Lipton, Rosen & Katz as legal counsel to assist with the process.
About LKQ Corporation
LKQ Corporation (www.lkqcorp.com) is a leading provider of alternative and specialty parts to repair and accessorize automobiles and other vehicles. LKQ has operations in North America, Europe and Taiwan. LKQ offers its customers a broad range of OEM recycled and aftermarket parts, replacement systems, components, equipment, and services to repair and accessorize automobiles, trucks, and recreational and performance vehicles.
Forward Looking Statements
Statements and information in this press release that are not historical are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are made pursuant to the “safe harbor” provisions of such Act.
Forward-looking statements include, but are not limited to, statements regarding our outlook, guidance, expectations, beliefs, hopes, intentions and strategies. These statements are subject to a number of risks, uncertainties, assumptions and other factors including those identified below. All forward-looking statements are based on information available to us at the time the statements are made. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
You should not place undue reliance on our forward-looking statements. Actual events or results may differ materially from those expressed or implied in the forward-looking statements. The risks, uncertainties, assumptions and other factors that could cause actual events or results to differ from the events or results predicted or implied by our forward-looking statements include, among others, changes in our cash position or cash requirements for other purposes, fluctuations in the price of our common stock, general market conditions, and stockholder response to the repurchase program; and other factors discussed in our filings with the SEC, including those disclosed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024 and in our subsequent Quarterly Reports on Form 10-Q. These reports are available on our investor relations website at lkqcorp.com and on the SEC website at sec.gov.
Investor Contact:
Joseph P. Boutross - Vice President, Investor Relations
LKQ Corporation
(312) 621-2793
jpboutross@lkqcorp.com
Media Contact:
Whit Clay - Partner
Longacre Square Partners
(917) 601-6012
wclay@longacresquare.com