BALL Corp

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

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the Securities Exchange Act of 1934 (Amendment No. )

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Definitive Proxy Statement

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BALL CORPORATION

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2024 HIGHLIGHTS

We are pleased to present our 2024 achievements and initiatives.

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LETTER TO SHAREHOLDERS

As I reflect on the past year, I am very proud of the achievements of our 16,000 employees and the way we have shown up and delivered. 2024 was a transformative year for Ball with the successful sale of our aerospace business, we are now a focused aluminum packaging company. We delivered notable accomplishments, including deploying the proceeds of the aerospace business to delever our net debt to EBITDA ratio to 2.5x and execute on a significant share repurchase program, returning nearly $2 billion to shareholders in 2024 through share buy backs and dividends. We have derisked our balance sheet, enabling us to invest in optimizing our global plant network to improve our cost to serve our customers. As the largest aluminum beverage packaging manufacturer in the world, we take our leadership role seriously, and we have both the scale and expertise to help simplify sustainability for our customers to enable us to win together and accelerate the expansion of aluminum packaging into our markets.

Over the course of the year, we established an enterprise-wide strategy and new operating framework, the Ball Business System, which is aimed at creating process efficiency and improving our cost structure to better serve our customers. We believe our scale; differentiated product portfolio; the growth trajectory of and deep relationships with our customers; and our team’s commitment to executing and innovating positions us for long-term growth and is the driving force for our continuous improvement journey across every aspect of our company. Ball is a stronger, better business today, and the strategic moves we’ve made to strengthen our leading position will help accelerate our earnings trajectory.

We also made the decision to transition our Cups business into a new structure. We continue to believe this business has a bright future, and we want to provide it with the best path for success by targeting different sales channels to expand its market profile. This transition will also free up capital for projects that will yield more immediate returns for shareholders.

We remain committed to advancing sustainability and have launched several initiatives aimed at reducing our carbon footprint and increasing our use of recycled aluminum. Our expansive manufacturing network of more than 60 facilities, along with industry-leading sourcing and production processes, position us to deliver innovative, low-carbon, circular aluminum packaging solutions that help our customers meet their goals. Additionally, through our broad product portfolio, we offer a variety of solutions that fit customers’ and consumers’ evolving needs.

Our 2024 Combined Annual and Sustainability Report highlights the measurable progress we’ve made towards achieving our 2030 goals through expanding our lightweight aluminum packaging portfolio; working across the globe to increase recycling rates; improving the efficiency of our operations and collaborating with value chain partners to drive and improve responsible sourcing standards. Notably in 2023, we published a comprehensive Climate Transition Plan —our pathway for transforming our organization into a fully circular and decarbonized business, delivering unmatched value to shareholders, customers and all other stakeholders, while allowing us to better serve our planet and achieve net zero carbon emissions between 2040 and 2050. We have updated this plan and are releasing it alongside the 2024 Combined Annual and Sustainability Report.

In 2024, we delivered strong year over year comparable diluted EPS growth of 9.3% through increased earnings, plant optimization efforts, lower interest expense and share repurchases. We are focused on executing against our commitments and appropriately managing our capital to advance operational efficiencies so we can continuously improve our delivery of at-scale manufacturing and cost competitiveness.

On behalf of the Board and our Ball team members, we thank you for investing in us and for continuing to entrust us to lead the company through this exciting chapter in our history.

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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

The Annual Meeting of Shareholders of Ball Corporation will be held for the following purposes:​

Shareholders of record at the close of business on February 20, 2025, are entitled to notice of and to vote at the Annual Meeting or any adjournment thereof. The following Proxy Statement contains important information about the meeting and the matters being voted upon.​

This year’s Annual Meeting will be held in a hybrid format through a live webcast and in-person at our headquarters office. Please see the Voting and Meeting Information section for details on how to attend.​

Your vote is important. Please read the accompanying proxy materials carefully. To ensure your shares are represented at the Annual Meeting, we urge you to vote your shares by completing and returning the proxy card as promptly as possible. You also may vote by telephone or over the Internet, or if you request a paper copy of the materials, by mail. Please see the voting instructions on page 2 for more details. You may revoke your proxy at any time before the final vote at the Annual Meeting. All properly completed proxies (whether by mail, telephone or Internet) will be voted at the meeting in accordance with the directions given in the proxy, unless the proxy is revoked before voting concludes.​

The Notice of Annual Meeting, Proxy Statement and proxy card were first furnished and made available to shareholders on or about March 20, 2025.​

By Order of the Board of Directors,​

Hannah Lim-Johnson

Corporate Secretary​

Westminster, Colorado​