VC

SEC source: 0001209191-17-018863 · doc4.xml · derivative · entry 4

Lawande Sachin · CIK 0001454378 · Director · CEO & President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,591

Underlying: Common Stock · 22,591 shares

Expires 2020-01-31

F4 · derivative.exercise_price: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

F4 · derivative.exercise_date: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

SEC source: 0001209191-17-018863 · doc4.xml · derivative · entry 3

Lawande Sachin · CIK 0001454378 · Director · CEO & President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 47,187

Underlying: Common Stock · 47,187 shares

Expires 2024-03-02

F3 · derivative.exercise_date: The option is exercisable to the extent of one third of the shares optioned after one year from the date of grant, two-thirds in two years and in full after three years.

SEC source: 0001209191-17-018858 · doc4.xml · derivative · entry 3

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,070

Underlying: Common Stock · 4,070 shares

Expires 2020-03-03

F3 · derivative.exercise_price: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

F3 · derivative.exercise_date: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

SEC source: 0001209191-17-018858 · doc4.xml · derivative · entry 2

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,777

Underlying: Common Stock · 6,777 shares

Expires 2020-01-31

F2 · derivative.exercise_price: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

F2 · derivative.exercise_date: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

SEC source: 0001209191-17-018858 · doc4.xml · derivative · entry 1

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,156

Underlying: Common Stock · 14,156 shares

Expires 2024-03-02

F1 · derivative.exercise_date: The option is exercisable to the extent of one third of the shares optioned after one year from the date of grant, two-thirds in two years and in full after three years.

SEC source: 0001209191-17-018849 · doc4.xml · derivative · entry 3

Fitzgerald Steven S · CIK 0001368485 · Senior Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 712

Underlying: Common Stock · 712 shares

Expires 2020-03-03

F3 · derivative.exercise_price: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

F3 · derivative.exercise_date: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

SEC source: 0001209191-17-018849 · doc4.xml · derivative · entry 2

Fitzgerald Steven S · CIK 0001368485 · Senior Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,186

Underlying: Common Stock · 1,186 shares

Expires 2020-01-31

F2 · derivative.exercise_price: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

F2 · derivative.exercise_date: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

SEC source: 0001209191-17-018849 · doc4.xml · derivative · entry 1

Fitzgerald Steven S · CIK 0001368485 · Senior Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,477

Underlying: Common Stock · 2,477 shares

Expires 2024-03-02

F1 · derivative.exercise_date: The option is exercisable to the extent of one third of the shares optioned after one year from the date of grant, two-thirds in two years and in full after three years.

SEC source: 0001209191-17-007195 · doc4.xml · derivative · entry 4

Robertson William M · CIK 0001660447 · Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,505 shares

Expires 2017-01-31

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: Each performance right represents a contingent right to receive one share of Visteon common stock. The performance rights vest based on a relative shareholder return goal over a three year performance period and are payable in stock or cash at the election of the Company.

F1 · price: Each performance right, which is the economic equivalent of one share of Visteon common stock was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of February 1, 2017.

F4 · derivative.exercise_date: Each performance right represents a contingent right to receive one share of Visteon common stock. The performance rights vest based on a relative shareholder return goal over a three year performance period and are payable in stock or cash at the election of the Company.

SEC source: 0001209191-17-007195 · doc4.xml · nonDerivative · entry 2

Robertson William M · CIK 0001660447 · Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,307

F2 · date: The shares were withheld by Visteon to satisfy income tax withholding obligations arising in connection with the vesting of certain performance rights. The value of each share was based on the fair market value of Visteon common stock as of February 1, 2017.

SEC source: 0001209191-17-007195 · doc4.xml · nonDerivative · entry 1

Robertson William M · CIK 0001660447 · Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,836

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · date: Each performance right, which is the economic equivalent of one share of Visteon common stock was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of February 1, 2017.

F1 · price: Each performance right, which is the economic equivalent of one share of Visteon common stock was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of February 1, 2017.

SEC source: 0001209191-17-007198 · doc4.xml · derivative · entry 1

Yassini-Fard Rouzbeh · CIK 0001294806 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 296

Underlying: Common Stock · 296 shares

Expires not disclosed

F1 · derivative.exercise_price: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

F1 · derivative.exercise_date: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

F1 · derivative.expiration_date: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

SEC source: 0001209191-17-007187 · doc4.xml · derivative · entry 1

Bergman Naomi M. · CIK 0001646615 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 669

Underlying: Common Stock · 296 shares

Expires not disclosed

F1 · derivative.exercise_price: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

F1 · derivative.exercise_date: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

F1 · derivative.expiration_date: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

SEC source: 0001209191-17-003681 · doc4.xml · derivative · entry 2

Vallance Robert R · CIK 0001676719 · Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,339

Underlying: Common Stock · 10,339 shares

Expires 2021-01-11

F1 · derivative.exercise_price: Each Restricted Stock Unit will be converted and distributed to me, without payment, in stock or cash at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

SEC source: 0001209191-17-000925 · doc4.xml · derivative · entry 1

Barrese James · CIK 0001588691 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 567

Underlying: Common Stock · 567 shares

Expires not disclosed

F1 · derivative.exercise_price: These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following the termination of board service and based upon the then current market value of a share of Visteon common stock.

F2 · price: The value of each unit was based on the fair market value of Visteon common stock as of December 30, 2016, the next preceding trading day.

F1 · derivative.exercise_date: These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following the termination of board service and based upon the then current market value of a share of Visteon common stock.

F1 · derivative.expiration_date: These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following the termination of board service and based upon the then current market value of a share of Visteon common stock.

SEC source: 0001209191-16-147937 · doc4.xml · derivative · entry 1

Bergman Naomi M. · CIK 0001646615 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 373

Underlying: Common Stock · 373 shares

Expires not disclosed

F1 · derivative.exercise_price: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

F1 · derivative.exercise_date: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

F1 · derivative.expiration_date: In general, these Visteon Stock Units will be converted and distributed to me, without payment, in shares of Common Stock or cash, following termimation of board service, based upon the then current market value of a share of Common Stock.

SEC source: 0001209191-16-144519 · doc4.xml · derivative · entry 1

Bergman Naomi M. · CIK 0001646615 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,015

Underlying: Common Stock · 1,015 shares

Expires not disclosed

F1 · derivative.exercise_price: These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following the termination of board service and based upon the then current market value of a share of Visteon common stock.

F2 · price: The value of each unit was based on the fair market value of Visteon common stock as of September 30, 2016, the next preceding trading day.

F1 · derivative.exercise_date: These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following the termination of board service and based upon the then current market value of a share of Visteon common stock.

F1 · derivative.expiration_date: These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following the termination of board service and based upon the then current market value of a share of Visteon common stock.

SEC source: 0001209191-16-144516 · doc4.xml · derivative · entry 4

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,765

Underlying: Common Stock · 9,765 shares

Expires 2019-10-01

F5 · derivative.exercise_price: Each Restricted Stock Unit will be converted and distributed to me, without payment, in stock or cash at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

SEC source: 0001209191-16-144516 · doc4.xml · derivative · entry 3

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,315

Underlying: Common Stock · 1,315 shares

Expires 2019-10-01

F4 · derivative.exercise_price: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

F4 · derivative.exercise_date: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

SEC source: 0001209191-16-144516 · doc4.xml · derivative · entry 2

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,289

Underlying: Common Stock · 2,289 shares

Expires 2019-01-31

F3 · derivative.exercise_price: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

F3 · derivative.exercise_date: Each performance right represents a contingent right to receive one share of Visteon common stock. The vesting of the performance rights is based on relative total shareholder return over a three year performance period and payable in stock or cash at the election of Visteon, subject to tax withholding.

SEC source: 0001209191-16-144516 · doc4.xml · derivative · entry 1

Garcia Christian A · CIK 0001527370 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,047

Underlying: Common Stock · 4,047 shares

Expires 2023-10-01

F1 · derivative.exercise_price: The value of each share was based on the fair market value of Visteon common stock as of September 30, 2016, the next preceding trading day.

F2 · derivative.exercise_date: The option is exercisable to the extent of one third of the shares optioned after one year from the date of grant, two-thirds in two years and in full after three years.

SEC source: 0001209191-17-042838 · doc4.xml · derivative · entry 3

Lawande Sachin · CIK 0001454378 · Director · CEO & President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,382

Underlying: Common Stock · 3,382 shares

Expires 2018-06-29

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each Restricted Stock Unit, which is the economic equivalent of one share of Visteon common stock, automatically vested on June 29, 2017 and was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of June 29, 2017.

F1 · price: Each Restricted Stock Unit, which is the economic equivalent of one share of Visteon common stock, automatically vested on June 29, 2017 and was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of June 29, 2017.

F3 · derivative.exercise_date: Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash or stock at the election of Visteon, upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.

SEC source: 0001140361-10-040166 · doc1.xml · derivative · entry 5

GOLDMAN SACHS GROUP INC · CIK 0000886982 · Former potential 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 353,730

Underlying: New Common Stock, $0.01 par value · 353,730 shares

Expires 2020-10-01

F5 · kind: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F5 · price: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group.

F2 · ownership.nature: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F3 · ownership.nature: The Issuer, certain investors (the "Investors"), including the High Yield Distressed Investing Group of Goldman Sachs, and certain additional purchasers ("Additional Purchasers") are parties to an Equity Commitment Agreement dated as of May 6, 2010 (as amended, the "Equity Commitment Agreement"). Pursuant to the Equity Commitment Agreement and its amendments, among other terms, the Investors and Additional Purchasers agreed to purchase certain shares of the Common Stock of a reorganized Issuer. On the Effective Date, any "group" pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that may have existed as a result of the Reporting Persons' entry into the Equity Commitment Agreement dissolved.

F4 · ownership.nature: As of October 1, 2010, Goldman Sachs beneficially owned directly, and GS Group may be deemed to have beneficially owned indirectly, an aggregate of 2,719,289 shares of common stock, par value $0.01 per share (the "New Common Stock"), of the Issuer, which represents approximately 5.36% of the shares of New Common Stock outstanding. Therefore, the Reporting Persons are no longer subject to Section 16.

F5 · ownership.nature: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

SEC source: 0001140361-10-040166 · doc1.xml · derivative · entry 4

GOLDMAN SACHS GROUP INC · CIK 0000886982 · Former potential 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 61,538

Underlying: New Common Stock, $0.01 par value · 61,538 shares

Expires 2015-10-01

F5 · kind: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F5 · price: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group.

F2 · ownership.nature: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F3 · ownership.nature: The Issuer, certain investors (the "Investors"), including the High Yield Distressed Investing Group of Goldman Sachs, and certain additional purchasers ("Additional Purchasers") are parties to an Equity Commitment Agreement dated as of May 6, 2010 (as amended, the "Equity Commitment Agreement"). Pursuant to the Equity Commitment Agreement and its amendments, among other terms, the Investors and Additional Purchasers agreed to purchase certain shares of the Common Stock of a reorganized Issuer. On the Effective Date, any "group" pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that may have existed as a result of the Reporting Persons' entry into the Equity Commitment Agreement dissolved.

F4 · ownership.nature: As of October 1, 2010, Goldman Sachs beneficially owned directly, and GS Group may be deemed to have beneficially owned indirectly, an aggregate of 2,719,289 shares of common stock, par value $0.01 per share (the "New Common Stock"), of the Issuer, which represents approximately 5.36% of the shares of New Common Stock outstanding. Therefore, the Reporting Persons are no longer subject to Section 16.

F5 · ownership.nature: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

SEC source: 0001140361-10-040166 · doc1.xml · nonDerivative · entry 3

GOLDMAN SACHS GROUP INC · CIK 0000886982 · Former potential 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 2,304,021

F5 · price: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group.

F2 · ownership.nature: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F3 · ownership.nature: The Issuer, certain investors (the "Investors"), including the High Yield Distressed Investing Group of Goldman Sachs, and certain additional purchasers ("Additional Purchasers") are parties to an Equity Commitment Agreement dated as of May 6, 2010 (as amended, the "Equity Commitment Agreement"). Pursuant to the Equity Commitment Agreement and its amendments, among other terms, the Investors and Additional Purchasers agreed to purchase certain shares of the Common Stock of a reorganized Issuer. On the Effective Date, any "group" pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that may have existed as a result of the Reporting Persons' entry into the Equity Commitment Agreement dissolved.

F4 · ownership.nature: As of October 1, 2010, Goldman Sachs beneficially owned directly, and GS Group may be deemed to have beneficially owned indirectly, an aggregate of 2,719,289 shares of common stock, par value $0.01 per share (the "New Common Stock"), of the Issuer, which represents approximately 5.36% of the shares of New Common Stock outstanding. Therefore, the Reporting Persons are no longer subject to Section 16.

F6 · ownership.nature: On the Effective Date, pursuant to the Equity Commitment Agreement and the Fifth Amended Plan, Goldman Sachs acquired from the Issuer 2,176,653 shares of New Common Stock in a private offering exempt from registration under Section 5 of the Securities Act of 1933 (as amended, the "Securities Act"). These shares were offered and sold only to "qualified institutional buyers" (as defined by Rule 144A under the Securities Act), and have not been registered under the Securities Act or the securities laws of any other jurisdiction. As a result, these shares constitute "restricted securities" (as defined by Rule 144 under the Securities Act) and may not be offered or sold absent registration or an applicable exemption from the registration requirements of the Securities Act.

SEC source: 0001140361-10-040166 · doc1.xml · nonDerivative · entry 2

GOLDMAN SACHS GROUP INC · CIK 0000886982 · Former potential 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 127,368

F5 · kind: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F5 · price: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group.

F2 · ownership.nature: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F3 · ownership.nature: The Issuer, certain investors (the "Investors"), including the High Yield Distressed Investing Group of Goldman Sachs, and certain additional purchasers ("Additional Purchasers") are parties to an Equity Commitment Agreement dated as of May 6, 2010 (as amended, the "Equity Commitment Agreement"). Pursuant to the Equity Commitment Agreement and its amendments, among other terms, the Investors and Additional Purchasers agreed to purchase certain shares of the Common Stock of a reorganized Issuer. On the Effective Date, any "group" pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that may have existed as a result of the Reporting Persons' entry into the Equity Commitment Agreement dissolved.

F4 · ownership.nature: As of October 1, 2010, Goldman Sachs beneficially owned directly, and GS Group may be deemed to have beneficially owned indirectly, an aggregate of 2,719,289 shares of common stock, par value $0.01 per share (the "New Common Stock"), of the Issuer, which represents approximately 5.36% of the shares of New Common Stock outstanding. Therefore, the Reporting Persons are no longer subject to Section 16.

F5 · ownership.nature: On the Effective Date, pursuant to the Fifth Amended Plan, the Issuer issued to Goldman Sachs (i) 127,368 shares of New Common Stock, (ii) 61,538 five-year warrants to purchase New Common Stock at an exercise price of $58.80 per share (the "Old Equity Warrants"), and (iii) 353,730 ten-year warrants to purchase New Common Stock at an exercise price of $9.66 per share (the "Guaranty Warrants" and, together with the Old Equity Warrants, the "Plan Warrants"). The shares of New Common Stock and the Plan Warrants issued as described in this paragraph were issued under the Fifth Amended Plan in respect of the Common Stock and certain claims against the Issuer held by Goldman Sachs.

SEC source: 0001140361-10-040166 · doc1.xml · nonDerivative · entry 1

GOLDMAN SACHS GROUP INC · CIK 0000886982 · Former potential 10% owner

GOLDMAN SACHS & CO · CIK 0000769993 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F2 · kind: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F2 · price: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and, together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group.

F2 · ownership.nature: On October 1, 2010 (the "Effective Date"), the Fifth Amended Plan of Reorganization (the "Fifth Amended Plan") of Visteon Corporation (the "Issuer") became effective, and the Issuer emerged from chapter 11 bankruptcy protection. On the Effective Date, pursuant to the Fifth Amended Plan, all of the shares of the Issuer's common stock, par value $1.00 per share (the "Common Stock"), were cancelled.

F3 · ownership.nature: The Issuer, certain investors (the "Investors"), including the High Yield Distressed Investing Group of Goldman Sachs, and certain additional purchasers ("Additional Purchasers") are parties to an Equity Commitment Agreement dated as of May 6, 2010 (as amended, the "Equity Commitment Agreement"). Pursuant to the Equity Commitment Agreement and its amendments, among other terms, the Investors and Additional Purchasers agreed to purchase certain shares of the Common Stock of a reorganized Issuer. On the Effective Date, any "group" pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, that may have existed as a result of the Reporting Persons' entry into the Equity Commitment Agreement dissolved.