ALV DEF 14A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No. )


☒	Filed by the Registrant	☐	Filed by a Party other than the Registrant

Check the appropriate box:
☐	Preliminary Proxy Statement
☐	CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2))
☒	Definitive Proxy Statement
☐	Definitive Additional Materials
☐	Soliciting Material Under Rule 14a-12

AUTOLIV, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other than the Registrant)


Payment of Filing Fee (Check the appropriate box):
☒	No fee required.
☐	Fee paid previously with preliminary materials.
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

March 25, 2026

Dear Stockholder,

It is my pleasure to invite you to the 2026 Annual Stockholders Meeting of Autoliv, Inc. to be held on Thursday, May 7, 2026, at 9:00 a.m. Eastern Time.

We are pleased to invite participants to attend the Annual Meeting in-person. Information regarding the matters to be voted upon at this year’s Annual Meeting is included in the Notice of Annual Meeting of Stockholders and the Proxy Statement.

It is important that your shares are represented at the Annual Meeting. Therefore, please submit your proxy by following the instructions provided in the Proxy Statement and in the Notice of Internet Availability of Proxy Materials. This way, your shares will be voted as you direct even if you cannot attend the Annual Meeting.

A public news release announcing voting results will be published after the Annual Meeting.

The Autoliv, Inc. Annual Report for the fiscal year ended December 31, 2025 is being made available to stockholders with this Proxy Statement. These documents are available at www.autoliv.com.

On behalf of the entire Board of Directors, we hope you will participate in our Annual Meeting.

	Sincerely,

	Jan Carlson
	Chairman of the
	Autoliv, Inc. Board of Directors

Autoliv

2026 Proxy Statement

Notice of Annual Stockholders Meeting





Date & Time	Your Vote is Important!
	You can submit your vote by:

Thursday, May 7, 2026	Location	Record Date	Admission
9:00 a.m. Eastern Time	The Royal Park Hotel	Stockholders as of the	Please see the
	600 E. University Drive	close of business on	instructions as outlined in
	Rochester, Michigan 48307 USA	March 11, 2026	this Proxy Statement.
		are entitled to vote.

TO THE STOCKHOLDERS OF AUTOLIV, INC.,

NOTICE IS HEREBY GIVEN that the 2026 Annual Stockholders Meeting of Autoliv, Inc. (“Autoliv” or the “Company”) will be held on Thursday, May 7, 2026 at the Royal Park Hotel, 600 E. University Drive, Rochester, Michigan 48307, USA commencing at 9:00 a.m. Eastern Time to consider and vote upon:

Election of nine (9) directors to the Board of Directors of Autoliv for terms of office expiring on the date of the Annual Stockholders Meeting in 2027 (see page 14 of the accompanying Proxy Statement).

A non-binding advisory resolution to approve the compensation of the Company’s named executive officers (see page 82 of the accompanying Proxy Statement).

Ratification of the appointment of Ernst & Young AB as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 (see page 83 of the accompanying Proxy Statement).

Any other business that may properly come before the Annual Meeting or any continuation, postponement, or adjournment thereof.

The Board of Directors has fixed the close of business on March 11, 2026 as the record date for the Annual Meeting. All stockholders of record as of the close of business on that date are entitled to notice of, and to be present and vote at, the Annual Meeting and at any continuation thereof. These proxy materials were first made available, sent or given to stockholders on or about March 25, 2026.

We intend to conduct the Annual Meeting in-person. Attendance at the Annual Meeting will be limited to stockholders of record as of the close of business on March 11, 2026, the record date, or if you are an authorized representative of any such stockholder or beneficial holder. If you plan to attend the meeting, please follow the registration instructions as outlined in this proxy statement.

The meeting will be conducted pursuant to the Company’s Third Restated By-Laws and rules of order prescribed by the Chairman of the Annual Meeting.

By order of the Board of Directors of Autoliv, Inc.:

Anthony Nellis

Executive Vice President, Legal Affairs;
General Counsel; and Secretary

Autoliv

2026 Proxy Statement

TABLE OF CONTENTS


		Page No.

INFORMATION CONCERNING VOTING AND SOLICITATION		10

Availability of Proxy Materials on the Internet		10
General		10
Who Can Vote		10
Shares Outstanding and Quorum		10
How to Vote		10
How Your Shares Will Be Voted		10
Voting on Matters Not in Proxy Statement		11
Revoking Proxies or Changing Your Vote		11
Voting Rights of Holders of SDRs		11
Non-Voting Shares, Abstentions and Broker “Non-Votes”		11
Vote Required to Approve Each Proposal at the Annual Meeting		11
Attending the Annual Meeting		12
Asking Questions at the Annual Meeting		12
Principal Executive Offices		12
Solicitation of Proxies		13
Householding		13

PROPOSAL 1–ELECTION OF DIRECTORS		14

Nominees for Directors at the 2026 Annual Meeting		14

CORPORATE GOVERNANCE		19

Stockholder Engagement Efforts		19
Sustainability Governance		19
Sustainability Approach		19
Board Independence		20
Retirement Age Policy and Non-Employee Director Tenure		20
Board Refreshment		21
Core Director Skills		21
Onboarding and Continuing Education for Directors		22
Board and Committee Evaluations		22
Board Leadership Structure and Risk Oversight		23
Board Meetings		24
Board Compensation		25
Corporate Governance Guidelines and Codes of Conduct		26
Political Contributions and Lobbying		26
Policy on Attending the Annual Meeting		27
Related Person Transactions		27

Autoliv

2026 Proxy Statement

Insider Trading Policy		27
Agreements with Stockholders		27
Communicating with the Board		28
Committees of the Board		28
Audit, Risk, and Compliance Committee Report		30
Nominating and Corporate Governance Committee Report		32
Leadership Development and Compensation Committee Duties, Procedures and Policies		34
Leadership Development and Compensation Committee Interlocks and Insider Participation		35
Leadership Development and Compensation Committee Report		35
The Swedish Corporate Governance Code		36
Forward-Looking Statements		36

EXECUTIVE OFFICERS OF THE COMPANY		38
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT		43
COMPENSATION DISCUSSION AND ANALYSIS		45

Introduction		45
Our Named Executive Officers in 2025		45
Executive Summary		45
Management Transitions		46
Compensation Philosophy		46
Base Salaries		47
Annual Non-Equity Incentives		48
LTI Equity		49
Pension/Retirement and Other Post-Employment Benefits		51
Executive Compensation Responsibilities		52
Compensation Risk Assessment		54
2025 Executive Compensation Decisions		54
2025 Additional Benefits		57
Results of Say-on-Pay		57
Currencies for Executive Compensation		57

SUMMARY COMPENSATION TABLE		58
2025 GRANTS OF PLAN-BASED AWARDS TABLE		60
OUTSTANDING EQUITY AWARDS AT 2025 FISCAL YEAR-END		61
STOCK VESTED DURING 2025		62
PENSION BENEFITS		63

SEC Form DEF 14A filed by Autoliv Inc.