DLPH Delphi Technologies PLC

FORM 4 [X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * Ashmore Alex	2. Issuer Name and Ticker or Trading Symbol Delphi Technologies PLC [ DLPH ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Senior Vice President
(Last)          (First)          (Middle) C/O DELPHI TECHNOLOGIES PLC, 1 ANGEL COURT, 10TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 10/1/2020
(Street) LONDON, X0 EC2R 7HJ (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	10/1/2020		D		10977	D	$0.00 (1)	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Units	(2)	10/1/2020		D			20198	(2)	(2)	Ordinary Shares	20198	$0.00 (2)	0	D
Restricted Share Units	(3)	10/1/2020		D			47718	(3)	(3)	Ordinary Shares	47718	$0.00 (3)	0	D

Explanation of Responses:
(1)	Reflects the disposition of ordinary shares of the Issuer as contemplated by the Transaction Agreement, dated as of January 28, 2020, as amended (the "Transaction Agreement") between the Issuer and BorgWarner Inc. ("BorgWarner"), pursuant to which BorgWarner acquired the Issuer pursuant to a scheme of arrangement (the "Scheme") under Part 18A of the Companies (Jersey) Law 1991, as amended (the "Transaction"). In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each ordinary share was exchanged for 0.4307 of a newly issued share of BorgWarner common stock, par value $0.01 per share, and cash in lieu of any fractional share of BorgWarner common stock.
(2)	Reflects the disposition of restricted share unit awards of Issuer as contemplated by the Transaction Agreement. In accordance with the terms of the Transaction Agreement, at the effective of the Scheme, each restricted share unit award was cancelled and converted on the same terms and conditions (including applicable vesting conditions) into an award of restricted stock units of BorgWarner covering a number of shares of BorgWarner common stock determined in accordance with the formula set forth in the Transaction Agreement.
(3)	Reflects the disposition of performance-based restricted share units awards as contemplated by the Transaction Agreement. In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each performance-based restricted share unit award was cancelled and converted on the same terms and conditions (other than performance-based vesting conditions) into an award of time-vesting restricted share units of BorgWarner covering a number of shares of BorgWarner common stock determined in accordance with the formula set forth in the Transaction Agreement (which were calculated based on the target number of ordinary shares of Issuer subject to such performance-based restricted share unit award).

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Ashmore Alex C/O DELPHI TECHNOLOGIES PLC 1 ANGEL COURT, 10TH FLOOR LONDON, X0 EC2R 7HJ			Senior Vice President

Signatures
/s/ Robert Boyle, Attorney-in-fact for Alexander Ashmore		10/5/2020
**Signature of Reporting Person		Date