BORGWARNER INC BWA → PHINIA INC. PHIN
| Parent | BORGWARNER INC BWA |
|---|---|
| Spinco | PHINIA INC. PHIN |
| Status | Completed |
| Structure | Spin-off A filing states a pro-rata distribution: holders receive shares automatically. |
| Focus | Not focus-increasing Parent and spinco remain in the same industry; the separation divides scale rather than business. |
| Ratio | 1 PHINIA share for every 5 BorgWarner shares |
| Checked against EDGAR | 2026-08-22 |
Data trap
Two days separate the distribution from the first regular-way session, because the distribution took effect after the close on July 3 and July 4 was a market holiday. Regular-way PHIN trading began July 5, and that is the anchor used here. Separately, one filing describes the registration statement as 'initially filed on April 3, 2023' — that is the confidential draft submission, not the public Form 10, which was filed May 18. Using the April date would put a non-public document on a public timeline.
The restated filings have landed; this is kept as history.
Catalyst clock
- 2022-12-06Separation announced
- 2023-05-18Form 10 filed
- 2023-06-09Form 10 last amended
- 2023-06-13Form 10 effective
- 2023-06-23Record date
- —When-issued trading opens
- 2023-07-03Distribution
- 2023-08-07First standalone earnings
- —Index inclusion announced
Performance since separation
| PHINIA INC. since separation | +97.96% |
|---|---|
| BORGWARNER INC over the same window | +54.36% |
| S&P 500 (SPY) over the same window | +72.54% |
| Russell 2000 (IWM) over the same window | +59.85% |
| Excess over the S&P 500 | +25.42% |
| Excess over the Russell 2000 | +38.11% |
Measured from the first regular-way close on or after the distribution — 2023-07-05 at 36.75 — to 2026-08-21 at 72.75. Window: 3.1 years. The 2023-07-03 session was skipped: it traded on when-issued volume, not regular-way, and pricing from it would measure the return against a market that no longer existed the next day. Two benchmarks, because one is misleading: spin-offs are usually small companies, and across this period small caps lagged the S&P by several points a year on their own. Measured against the S&P alone, roughly a third of any shortfall is company size rather than the separation. Returns are arithmetic over end-of-day closing prices. Unlike every other figure on this page, they do not come from a filing.
Pre-distribution investor return
| Parent, announcement to separation | +19.30% |
|---|---|
| Combined (BORGWARNER INC + PHINIA INC.), pre-distribution to now | +91.38% |
| Combined excess over the S&P 500 | +18.64% |
| Combined excess over the Russell 2000 | +31.20% |
Combined treats a pre-spin holding as 1 PHINIA share for every 5 BorgWarner shares valued at the parent's last close before regular post-spin trading resumed — 2023-06-30 at 43.02 — against that same basket today. That baseline is a practical proxy, not an attempt to isolate exactly how much value the separation transferred: for a large parent and a small spinco, ordinary day-to-day price noise can be bigger than the transfer itself. Run-up measures only the parent's own price, from the announcement date to that same baseline — how far the market had already moved before the separation's mechanics ever happened.
Filings
Every fact on this page comes from one of these.
- 8-Kfiled 2022-12-06 · 0000908255-22-000052Announcement of the intended tax-free separation of the fuel systems and aftermarket segments
- 10-12Bfiled 2023-05-18 · 0001628280-23-018828Initial public Form 10 registration statement
- 10-12B/Afiled 2023-06-09 · 0001628280-23-021677Final Form 10 amendment
- 8-Kfiled 2023-06-13 · 0001628280-23-021990Form 10 declared effective; final information statement setting the June 23 record date, the July 3 distribution and July 5 regular-way trading
- 8-Kfiled 2023-07-07 · 0001104659-23-079187Completion: separation completed July 3, 2023 at 5:00 p.m. Eastern
- 10-Qfiled 2023-08-07 · 0001968915-23-000005First periodic report; 47,013,661 shares outstanding
Notes
BorgWarner's separation of its fuel systems and aftermarket businesses. Classified non-focus-increasing: both remain motor vehicle parts makers, splitting combustion-engine products from the parent's electrification focus rather than leaving the industry.