Item 1.01 Entry into a Material Definitive Agreement.

On February 13, 2020, Amphenol Corporation (the "Company") entered into an Underwriting Agreement by and between the Company and BofA Securities, Inc., Mizuho Securities USA LLC and TD Securities (USA) LLC, as representatives of the several Underwriters named in Schedule A thereto, relating to the offer and sale of $400,000,000 aggregate principal amount of its 2.050% Senior Notes due 2025 (the "Notes").

A copy of the Underwriting Agreement is attached as Exhibit 1.1 hereto, and is filed herewith for purposes of incorporation by reference into the Company's Registration Statement (No. 333-216789).

The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein.




Item 8.01 Other Events.

On February 13, 2020, the Company issued a press release announcing the pricing of the Notes, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.






Exhibit No.  Description
  1.1          Underwriting Agreement, dated February 13, 2020, by and between the
             Company and BofA Securities, Inc., Mizuho Securities USA LLC and TD
             Securities (USA) LLC, as representatives of the several Underwriters
             named in Schedule A thereto, relating to the offer and sale of the
             Notes.
  99.1         Press Release of Amphenol Corporation, dated February 13, 2020.
104          Cover Page Interactive Data File (the cover page XBRL tags are
             embedded within the Inline XBRL document).

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