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BALL Corp

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 4, 2025

BALL$65.92-1.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-05.

0001558370-25-010234

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-04.

0001104659-25-106108

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 81 previous paragraphs and 84 current paragraphs.

47 unchanged; 29 reworded; 7 added; 5 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 8 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (7)

Current report

offset by the sale of the Saudi Arabian business at a lower tax rate. The decrease of 0.9 percentage points for the nine months ending September 30, 2025 was primarily due to the sale of the Saudi Arabian business at a lower tax rate, and higher federal tax credits, partially offset by the effects of lower state and local tax credits. Similar impacts may occur in future periods, but given their inherent uncertainty, the company is unable to reasonably estimate their potential future impacts.

Current report

Segment sales for the three and nine months ended September 30, 2025, were $182 million and $386 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to increases of $106 million from price/mix, mainly from higher aluminum prices, and $76 million from higher volume. The increase for the nine months ended September 30, 2025, was primarily due to increases of $205 million from price/mix, mainly from higher aluminum prices, and $180 million from higher volume.

Current report

Comparable operating earnings for the three and nine months ended September 30, 2025, were $7 million and $8 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to an increase of $29 million from higher volume, partially offset by $11 million from price/mix. The increase for the nine months ended September 30, 2025, was primarily due to an increase of $57 million from higher volume, partially offset by a decrease of $34 million from price/mix.

Current report

Segment sales for the three and nine months ended September 30, 2025, were $109 million and $372 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to $58 million from currency translation and $48 million from higher volume. The increase for the nine months ended September 30, 2025, was primarily due to increases of $175 million from higher volume, $102 million from price/mix, mainly from higher aluminum prices, and $95 million from currency translation.

Current report

Comparable operating earnings for the three and nine months ended September 30, 2025, were $19 million and $46 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to increases of $15 million from higher volume. The increase for the nine months ended September 30, 2025, was primarily due to increases of $49 million from higher volume and $39 million from price/mix, partially offset by a decrease of $53 million from higher costs.

Current report

Segment sales for the three and nine months ended September 30, 2025, were $24 million and $141 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to an increase of $19 million from higher volume. The increase for the nine months ended September 30, 2025, was primarily due to increases of $98 million from higher volume and $42 million from price/mix, mainly from higher aluminum prices.

Current report

In July 2025, Ball repaid at maturity the outstanding 5.25% senior notes due in the amount of $189 million.
Removed paragraphs (5)

Previous report

Segment sales for the three and six months ended June 30, 2025, were $144 million higher and $204 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended June 30, 2025, was primarily due to increases of $94 million from higher volume and $50 million from price/mix, mainly from higher aluminum prices. The increase for the six months ended June 30, 2025, was primarily due to increases of $105 million from higher volume and $99 million from price/mix, mainly from higher aluminum prices.

Previous report

Comparable operating earnings for the three and six months ended June 30, 2025, were $2 million lower and $1 million higher, respectively, compared to the same periods in 2024. The decrease for the three months ended June 30, 2025, was primarily due to decreases of $22 million from price/mix and higher costs, partially offset by an increase of $26 million from higher volume. The increase for the six months ended June 30, 2025, was primarily due to an increase of $27 million from higher volume, partially offset by a decrease of $23 million from price/mix.

Previous report

Segment sales for the three and six months ended June 30, 2025, were $170 million higher and $263 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended June 30, 2025, was primarily due to increases of $59 million from price/mix, mainly from higher aluminum prices, $58 million from higher volume and $53 million from currency translation. The increase for the six months ended June 30, 2025, was primarily due to increases of $127 million from higher volume, $110 million from price/mix, mainly from higher aluminum prices, and $26 million from currency translation.

Previous report

Segment sales for the three and six months ended June 30, 2025, were $55 million higher and $117 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended June 30, 2025, was primarily due to an increase of $52 million from higher volume. The increase for the six months ended June 30, 2025, was primarily due to increases of $79 million from higher volume and $38 million from price/mix, mainly from higher aluminum prices.

Previous report

Comparable operating earnings for the three and six months ended June 30, 2025, were $14 million higher and $28 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended June 30, 2025, was primarily due to an increase of $16 million from higher volume. The increase for the six months ended June 30, 2025, was primarily due to increases of $27 million from higher volume and $13 million from price/mix, partially offset by a decrease of $12 million from higher costs.
Reworded paragraphs (29)

Previous wording

Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal and monetary policies, changes in interest rates, tariffs, and changing demand for certain goods and services. There is currently significant uncertainty as to the extent and duration of tariffs and the associated impacts on inflation. Furthermore, we cannot predict with any certainty the impact that interest rates, a global or any regional recession, tariffs, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any future pandemic, hyperinflation in Argentina and Egypt, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the instability in the Middle East and Myanmar, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become.

Current wording

Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal and monetary policies, changes in interest rates, tariffs and changing demand for certain goods and services. There is currently significant uncertainty as to the extent and duration of tariffs and the associated impacts on inflation. Furthermore, we cannot predict with any certainty the impact that interest rates, a global or any regional recession, tariffs, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any future pandemic, hyperinflationary economies in countries where we operate, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the instability in the Middle East and Myanmar, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become.

Previous wording

Sales in the three months ended June 30, 2025, increased $379 million compared to the same period in 2024 primarily due to increases of $224 million from higher volume, $127 million from price/mix, mainly from higher aluminum prices, and $53 million from currency translation. Sales in the six months ended June 30, 2025, increased $602 million compared to the same period in 2024 primarily due to increases of $343 million from higher volume and $263 million from price/mix, mainly from higher aluminum prices.

Current wording

Sales in the three months ended September 30, 2025, increased $297 million compared to the same period in 2024 primarily due to increases of $145 million from higher volume, $120 million from price/mix, mainly from higher aluminum prices, and $64 million from currency translation. Sales in the nine months ended September 30, 2025, increased $899 million compared to the same period in 2024 primarily due to increases of $500 million from higher volume, $370 million from price/mix, mainly from higher aluminum prices, and $91 million from currency translation.

Previous wording

Net earnings attributable to Ball Corporation for the three months ended June 30, 2025, increased $54 million compared to the same period in 2024 primarily due to increases of $48 million from lower business consolidation and other activities and $28 million from the results of the reportable segments discussed below, partially offset by decreases of $13 million due to higher interest expense, $12 million from a higher provision for income taxes and $12 million from lower interest income in corporate undistributed expenses, net. Net earnings attributable to Ball Corporation for the six months ended June 30, 2025, decreased $3.45 billion compared to the same period in 2024 primarily due to decreases of $3.61 billion from lower discontinued operations, net of tax, $38 million from a higher provision for income taxes and $28 million from lower interest income in corporate undistributed expenses, net, partially offset by increases of $82 million from lower incremental compensation cost from the successful sale of the aerospace business incurred in 2024, $61 million from lower business consolidation and other activities and $56 million from the results of the reportable segments discussed below.

Current wording

Net earnings attributable to Ball Corporation for the three months ended September 30, 2025, increased $124 million compared to the same period in 2024 primarily due to increases of $163 million from business consolidation and other activities and $28 million from the results of the reportable segments discussed below, partially offset by $18 million of higher interest expense and $34 million from a higher provision for income taxes. Net earnings attributable to Ball Corporation for the nine months ended September 30, 2025, decreased $3.33 billion compared to the same period in 2024 primarily due to decreases of $3.61 billion from lower discontinued operations, net of tax, $72 million from a higher provision for income taxes and $35 million from lower interest income in corporate undistributed expenses, net, partially offset by increases of $82 million from lower incremental compensation cost from the successful sale of the aerospace business incurred in 2024, $224 million from business consolidation and other activities and $84 million from the results of the reportable segments discussed below.

Previous wording

Cost of sales, excluding depreciation and amortization, was $2,690 million and $2,357 million for the three months ended June 30, 2025 and 2024, respectively, and $5,183 million and $4,640 million for the six months ended June 30, 2025 and 2024, respectively. These amounts represented 81 percent and 80 percent of consolidated net sales for the three months ended June 30, 2025 and 2024, respectively, and 81 percent and 80 percent of consolidated net sales for the six months ended June 30, 2025 and 2024, respectively. The increase for the three months ended June 30, 2025, was primarily due to higher aluminum costs of $310 million and other items discussed in the reportable segment sections below. The increase for the six months ended June 30, 2025, was primarily due to higher aluminum costs of $489 million and other items discussed in the reportable segment sections below.

Current wording

Cost of sales, excluding depreciation and amortization, was $2,701 million and $2,425 million for the three months ended September 30, 2025 and 2024, respectively, and $7,884 million and $7,065 million for the nine months ended September 30, 2025 and 2024, respectively. These amounts represented 80 percent and 79 percent of consolidated net sales for the three months ended September 30, 2025 and 2024, respectively, and 80 percent and 79 percent of consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively. The increase for the three months ended September 30, 2025, was primarily due to higher raw materials costs of $244 million, driven by higher aluminum prices and higher volume, and other items discussed in the reportable segment sections below. The increase for the nine months ended September 30, 2025, was primarily due to higher raw materials costs of $747 million, driven by higher aluminum prices and higher volume, and other items discussed in the reportable segment sections below.

Previous wording

Depreciation and amortization expense was $155 million and $152 million for the three months ended June 30, 2025 and 2024, respectively, and $305 million and $310 million for the six months ended June 30, 2025 and 2024, respectively. These amounts represented 5 percent of consolidated net sales for the three and six months ended June 30, 2025 and 2024.

Current wording

Depreciation and amortization expense was $158 million and $150 million for the three months ended September 30, 2025 and 2024, respectively, and $463 million and $460 million for the nine months ended September 30, 2025 and 2024, respectively. These amounts represented 5 percent of consolidated net sales for the three months ended September 30, 2025 and 2024, respectively, and 5 percent of consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively. The increase for the three and nine months ended September 30, 2025, was primarily due to the company’s larger depreciable asset base.

Previous wording

Selling, general and administrative was $137 million and $139 million for the three months ended June 30, 2025 and 2024, respectively, and $286 million and $376 million for the six months ended June 30, 2025 and 2024, respectively. These amounts represented 4 percent and 5 percent of consolidated net sales for the three months ended June 30, 2025 and 2024, respectively, and 4 percent and 6 percent of consolidated net sales for the six months ended June 30, 2025 and 2024, respectively. The decrease for the six months ended June 30, 2025, was primarily due to decreased compensation costs of $63 million, which in 2024 included incremental cash bonuses and stock-based compensation cost from the successful sale of the aerospace business.

Current wording

Selling, general and administrative was $130 million and $142 million for the three months ended September 30, 2025 and 2024, respectively, and $416 million and $518 million for the nine months ended September 30, 2025 and 2024, respectively. These amounts represented 4 percent and 5 percent of consolidated net sales for the three months ended September 30, 2025 and 2024, respectively, and 4 percent and 6 percent of consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively. The decrease for the three months ended September 30, 2025, was primarily due to decreased costs for professional services of $8 million. The decrease for the nine months ended September 30, 2025, was primarily due to decreases in compensation costs of $67 million, which in 2024 included incremental cash bonuses and stock-based compensation cost from the successful sale of the aerospace business, and costs for professional services of $20 million.

Previous wording

Business consolidation and other activities resulted in charges of $12 million and $60 million for the three months ended June 30, 2025 and 2024, respectively, and $25 million and $86 million for the six months ended June 30, 2025 and 2024, respectively. The 2025 amounts include costs for previously announced facility closures and a loss related to the aluminum cups business transaction. The charges for the six months ended June 30, 2025, were partially offset by income from the receipt of insurance proceeds for replacement costs related to the 2023 fire at the company’s Verona, Virginia extruded aluminum slug manufacturing facility. The 2024 amounts primarily included facility shutdown costs. Further details regarding business consolidation and other activities are provided in Note 6.

Current wording

Business consolidation and other activities resulted in income of $78 million and charges of $85 million for the three months ended September 30, 2025 and 2024, respectively, and income of $53 million and charges of $171 million for the nine months ended September 30, 2025 and 2024, respectively. The 2025 amounts include the $86 million gain related to the sale of the Saudi Arabian business and costs for previously announced facility closures and a loss related to the aluminum cups business transaction. The charges for the nine months ended September 30, 2025, were partially offset by income from the receipt of insurance proceeds for replacement costs related to the 2023 fire at the company’s Verona, Virginia extruded aluminum slug manufacturing facility. The 2024 amounts primarily included facility shutdown costs. Further details regarding business consolidation and other activities are provided in Note 6.

Previous wording

Interest income was $5 million and $18 million for the three months ended June 30, 2025 and 2024, respectively, and $12 million and $44 million for the six months ended June 30, 2025 and 2024, respectively. The decreases in interest income for the three and six months ended June 30, 2025, were primarily due to the higher amount of cash on hand in 2024 from the sale of the aerospace business.

Current wording

Interest income was $8 million and $14 million for the three months ended September 30, 2025 and 2024, respectively, and $20 million and $58 million for the nine months ended September 30, 2025 and 2024, respectively. The decreases in interest income for the three and nine months ended September 30, 2025, were primarily due to the higher amount of cash on hand in 2024 from the sale of the aerospace business.

Previous wording

Interest expense was $81 million and $68 million for the three months ended June 30, 2025 and 2024, respectively, and $151 million and $161 million for the six months ended June 30, 2025 and 2024, respectively. Interest expense as a percentage of average borrowings decreased by approximately 20 basis points from 4.7 percent for the three months ended June 30, 2024, to 4.5 percent for the three months ended June 30, 2025, and decreased approximately 50 basis points from 5.0 percent for the six months ended June 30, 2024, to 4.5 percent for the six months ended June 30, 2025. The interest expense increase for the three months ended June 30, 2025, was primarily driven by an increase of $17 million from a higher amount of weighted average principal outstanding during the quarter. The interest expense decrease for the six months ended June 30, 2025, was primarily driven by a decrease of $17 million from lower weighted average interest rates on outstanding debt during the year.

Current wording

Interest expense was $85 million and $67 million for the three months ended September 30, 2025 and 2024, respectively, and $236 million and $228 million for the nine months ended September 30, 2025 and 2024, respectively. Interest expense as a percentage of average borrowings was 4.6 percent for the three months ended September 30, 2025 and 2024, and decreased approximately 40 basis points from 4.9 percent for the nine months ended September 30, 2024, to 4.5 percent for the nine months ended September 30, 2025. The interest expense increase for the three months ended September 30, 2025, was primarily driven by an increase of $18 million from a higher amount of weighted average principal outstanding during the quarter. The interest expense increase for the nine months ended September 30, 2025, was primarily driven by an increase of $29 million from a higher amount of weighted average principal outstanding during the year, partially offset by a decrease of $21 million from lower weighted average interest rates on outstanding debt during the year.

Previous wording

The effective tax rate for the three and six months ended June 30, 2025, was 22.8 percent and 22.9 percent, respectively, compared to 24.5 percent and 25.2 percent for the same periods in 2024. The decreases of 1.7 percentage points and 2.3 percentage points for the three and six months ended June 30, 2025, respectively, were primarily due to the effects of federal tax credits and reduced state and local taxes. Similar impacts may occur in future periods, but given their inherent uncertainty, the company is unable to reasonably estimate their potential future impacts.

Current wording

The effective tax rate for the three and nine months ended September 30, 2025, was 19.4 percent and 21.4 percent, respectively, compared to 18.5 percent and 22.3 percent for the same periods in 2024. The increase of 0.9 percentage points for the three months ended September 30, 2025 was primarily due to lower state and local tax credits, partially

Previous wording

Comparable operating earnings for the three and six months ended June 30, 2025, were $16 million higher and $27 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended June 30, 2025, was primarily due to increases of $21 million from higher volume and $13 million from price/mix, partially offset by a decrease of $24 million from higher costs. The increase for the six months ended June 30, 2025, was primarily due to increases of $39 million from price/mix and $35 million from higher volume, partially offset by a decrease of $48 million from higher costs.

Current wording

Comparable operating earnings for the three and nine months ended September 30, 2025, were $2 million and $30 million higher, respectively, compared to the same periods in 2024. The increase for the three months ended September 30, 2025, was primarily due to increases of $8 million from higher volume and $8 million from price/mix, partially offset by a decrease of $12 million from higher costs. The increase for the nine months ended September 30, 2025, was primarily due to increases of $35 million from higher volume and $26 million from price/mix, partially offset by a decrease of $26 million from higher costs.

Previous wording

Cash flows from the historical aerospace reportable segment are presented within each cash flow statement category in the consolidated statement of cash flows for the six months ended June 30, 2024. Depreciation and amortization, capital expenditures and significant operating and investing noncash items of the aerospace discontinued operation are presented in Note 4.

Current wording

Cash flows from the historical aerospace reportable segment are presented within each cash flow statement category in the consolidated statement of cash flows for the nine months ended September 30, 2024. Depreciation and amortization, capital expenditures and significant operating and investing noncash items of the aerospace discontinued operation are presented in Note 4.

Previous wording

Cash flows used in operating activities were $333 million in 2025, primarily driven by working capital outflows of $838 million, partially offset by earnings from continuing operations of $396 million and a reconciling adjustment to operating cash flows of $305 million for depreciation and amortization. On February 16, 2024, the company completed the sale of the aerospace business. We currently estimate a total cash tax of $840 million for the sale of the aerospace business, of which $766 million was paid in 2024 and $19 million was paid during the second quarter of 2025. The remaining amount is expected to be paid in 2025. See Note 4 for further details. In a dynamic economic environment, payment terms with our customers and vendors become a more important element of total mix of information used to negotiate our contract terms. At June 30, 2025, a change of one day in days sales outstanding will impact cash flows provided by (used in) operating activities by $37 million, a change of one day in days payable outstanding will impact cash flows provided by (used in) operating activities by $30 million and a change of one day in days inventory on hand will impact cash flows provided by (used in) operating activities by $30 million.

Current wording

Cash flows provided by operating activities were $51 million in 2025, primarily driven by earnings from continuing operations of $715 million and a reconciling adjustment to operating cash flows of $463 million for depreciation and amortization, partially offset by working capital outflows of $909 million. On February 16, 2024, the company completed the sale of the aerospace business. We currently estimate a total cash tax of $840 million for the sale of the aerospace business, of which $766 million was paid in 2024 and $60 million was paid through the third quarter of 2025. The remaining amount is expected to be paid in 2025. See Note 4 for further details. In a dynamic economic environment, payment terms with our customers and vendors become a more important element of total mix of information used to negotiate our contract terms. At September 30, 2025, a change of one day in days sales outstanding will impact cash flows provided by (used in) operating activities by $38 million, a change of one day in days payable outstanding will impact cash flows provided by (used in) operating activities by $30 million and a change of one day in days inventory on hand will impact cash flows provided by (used in) operating activities by $30 million.

Previous wording

Cash flows used in investing activities were $391 million in 2025, primarily driven by capital expenditures of $177 million and $160 million of cash consideration used for the acquisition of Florida Can Manufacturing. See Note 4 for further details on the acquisition.

Current wording

Cash flows used in investing activities were $574 million in 2025, primarily driven by capital expenditures of $304 million, $160 million of cash consideration used for the acquisition of Florida Can Manufacturing and $89 million of derivative settlements. See Note 4 for further details on the acquisition.

Previous wording

Cash flows provided by financing activities were $88 million in 2025, primarily driven by a net inflow from long-term and short-term borrowings of $1.23 billion, primarily driven by the issuance of €850 million of 4.25% senior notes due in 2032, partially offset by repurchases of common stock of $1.02 billion and dividends of $112 million. See Note 15 for further details on the company’s borrowings and additional amounts available.

Current wording

Cash flows provided by financing activities were $140 million in 2025, primarily driven by a net inflow from long-term and short-term borrowings of $1.43 billion, primarily driven by the issuance of $750 million of 5.50% senior notes due in 2033 and €850 million of 4.25% senior notes due in 2032, partially offset by repurchases of common stock of $1.11 billion and dividends of $166 million. See Note 15 for further details on the company’s borrowings and additional amounts available.

Previous wording

We have entered into several regional accounts receivable factoring programs with various financial institutions for certain of our accounts receivable. The programs are accounted for as true sales of the receivables, with limited recourse to Ball, and had combined limits of approximately $1.78 billion and $1.60 billion at June 30, 2025, and December 31, 2024, respectively. A total of $602 million and $428 million were available for sale under these programs as of June 30, 2025, and December 31, 2024, respectively. The company has recorded expense related to its factoring programs of $9 million and $10 million for the three months ended June 30, 2025 and 2024, respectively, and $19 million and $23 million for the six months ended June 30, 2025 and 2024, respectively, and has presented these amounts in selling, general and administrative in its unaudited condensed consolidated statements of earnings.

Current wording

We have entered into several regional accounts receivable factoring programs with various financial institutions for certain of our accounts receivable. The programs are accounted for as true sales of the receivables, with limited recourse to Ball, and had combined limits of approximately $1.79 billion and $1.60 billion at September 30, 2025, and December 31, 2024, respectively. A total of $580 million and $428 million were available for sale under these programs as of September 30, 2025, and December 31, 2024, respectively. The company has recorded expense related to its factoring programs of $9 million and $12 million for the three months ended September 30, 2025 and 2024, respectively, and $28 million and $35 million for the nine months ended September 30, 2025 and 2024, respectively, and has presented these amounts in selling, general and administrative in its unaudited condensed consolidated statements of earnings.

Previous wording

The amount of obligations outstanding that the company confirmed as valid to the financial institutions under the company's regional supplier finance programs was $365 million and $423 million at June 30, 2025, and December 31, 2024, respectively. These amounts are classified within accounts payable on the unaudited condensed consolidated balance sheets, and the associated payments are reflected in the cash flows from operating activities section of the unaudited condensed consolidated statements of cash flows.

Current wording

The amount of obligations outstanding that the company confirmed as valid to the financial institutions under the company's regional supplier finance programs was $276 million and $423 million at September 30, 2025, and December 31, 2024, respectively. These amounts are classified within accounts payable on the unaudited condensed consolidated balance sheets, and the associated payments are reflected in the cash flows from operating activities section of the unaudited condensed consolidated statements of cash flows.

Previous wording

Contributions to the company’s defined benefit pension plans were $15 million in the first six months of 2025 and 2024, and such contributions are expected to be approximately $32 million for the full year of 2025. This estimate may change based on changes in the Pension Protection Act, actual plan asset performance and available company cash flow, among other factors.

Current wording

Contributions to the company’s defined benefit pension plans were $36 million in the first nine months of 2025 compared to $24 million in the same period of 2024, and such contributions are expected to be approximately $43 million for the full year of 2025. This estimate may change based on changes in the Pension Protection Act, actual plan asset performance and available company cash flow, among other factors.

Previous wording

The company expects that 2025 capital expenditures for property, plant and equipment will likely be in the range of $600 million. Approximately $332 million of capital expenditures for property, plant and equipment were contractually committed as of June 30, 2025, and the company intends to return approximately $220 million to shareholders in the form of dividends for the full year 2025, inclusive of the cash dividend of 20 cents per share, payable September 16, 2025, to shareholders of record as of September 2, 2025.

Current wording

The company expects that 2025 capital expenditures for property, plant and equipment will likely be in the range of $465 million. Approximately $375 million of capital expenditures for property, plant and equipment were contractually committed as of September 30, 2025, and the company intends to return approximately $220 million to shareholders in the form of dividends for the full year 2025, inclusive of the cash dividend of 20 cents per share, payable December 15, 2025, to shareholders of record as of December 1, 2025.

Previous wording

As of June 30, 2025, approximately $284 million of our cash was held outside of the U.S. In the event that we would need to utilize any of the cash held outside of the U.S. for purposes within the U.S., there are no material legal or other economic restrictions regarding the repatriation of cash from any of the countries outside the U.S. where we have cash. The company believes its U.S. operating cash flows and cash on hand, as well as availability under its long-term, revolving credit facilities, uncommitted short-term credit facilities and accounts receivable factoring programs, will be sufficient to meet the cash requirements of the U.S. portion of our ongoing operations, scheduled principal and interest payments on U.S. debt, dividend payments, capital expenditures and other U.S. cash requirements. If non-U.S. funds are needed for our U.S. cash requirements and we are unable to provide the funds through intercompany financing arrangements, we may be required to repatriate funds from non-U.S. locations where the company has previously asserted indefinite reinvestment of funds outside the U.S.

Current wording

As of September 30, 2025, approximately $556 million of our cash was held outside of the U.S. In the event that we would need to utilize any of the cash held outside of the U.S. for purposes within the U.S., there are no material legal or other economic restrictions regarding the repatriation of cash from any of the countries outside the U.S. where we have cash. The company believes its U.S. operating cash flows and cash on hand, as well as availability under its long-term, revolving credit facilities, uncommitted short-term credit facilities and accounts receivable factoring programs, will be sufficient to meet the cash requirements of the U.S. portion of our ongoing operations, scheduled principal and interest payments on U.S. debt, dividend payments, capital expenditures and other U.S. cash requirements. If non-U.S. funds are needed for our U.S. cash requirements and we are unable to provide the funds through intercompany financing arrangements, we may be required to repatriate funds from non-U.S. locations where the company has previously asserted indefinite reinvestment of funds outside the U.S.

Previous wording

The company’s share repurchases totaled $1.02 billion during the six months ended June 30, 2025, compared to $665 million of repurchases during the same period of 2024. The repurchases were completed using cash on hand, cash provided by operating activities and available borrowings. The company plans to continue capital return to shareholders via an estimated $1.3 billion in share repurchases in 2025.

Current wording

The company’s share repurchases totaled $1.11 billion during the nine months ended September 30, 2025, compared to $1.06 billion of repurchases during the same period of 2024. The repurchases were completed using cash on hand, cash provided by operating activities and available borrowings. The company plans to continue capital return to shareholders via an estimated $1.3 billion in share repurchases in 2025.

Previous wording

In the second quarter of 2025, in a privately negotiated transaction, Ball entered into an accelerated share repurchase agreement to buy $250 million of its common shares using cash on hand and available borrowings. The company paid $250 million in June 2025, and received 3.63 million shares, which represented approximately 80 percent of the total shares. The average price per share paid under this agreement as of June 30, 2025, was $55.15. The remaining shares will settle during the third quarter of 2025.

Current wording

In the second quarter of 2025, in a privately negotiated transaction, Ball entered into an accelerated share repurchase agreement to buy $250 million of its common shares using cash on hand and available borrowings. In the third quarter of 2025, Ball settled the agreement and received a total of 4.44 million shares with the average price per share paid of $56.30.

Previous wording

On January 29, 2025, the Board of Directors approved the repurchase by the company of up to $4.00 billion in shares of its common stock through the end of 2027. This repurchase authorization replaced all previous authorizations. At June 30, 2025, $3.22 billion remains available to be repurchased.

Current wording

On January 29, 2025, the Board of Directors approved the repurchase by the company of up to $4.00 billion in shares of its common stock through the end of 2027. This repurchase authorization replaced all previous authorizations. At September 30, 2025, $3.14 billion remains available to be repurchased.

Previous wording

Given our cash flow projections and unused credit facilities that are available until June 2027, our liquidity is expected to meet our ongoing cash and debt service requirements. Total interest-bearing debt of $7.07 billion and $5.69 billion was outstanding at June 30, 2025, and December 31, 2024, respectively.

Current wording

Given our cash flow projections and unused credit facilities that are available until June 2027, our liquidity is expected to meet our ongoing cash and debt service requirements. Total interest-bearing debt of $7.26 billion and $5.69 billion was outstanding at September 30, 2025, and December 31, 2024, respectively.

Previous wording

The company’s senior credit facilities include a $1.35 billion term loan and long-term, multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At June 30, 2025, approximately $1.36 billion was available under the company’s long-term, multi-currency committed revolving credit facilities. The company also had approximately $1.03 billion of short-term uncommitted credit facilities available at June 30, 2025, of which $101 million was outstanding and due on demand. At December 31, 2024, the company had $109 million of committed short-term loans outstanding, a $24 million short-term finance lease outstanding and $37 million outstanding under short-term uncommitted credit facilities.

Current wording

The company’s senior credit facilities include a $1.35 billion term loan and long-term, multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At September 30, 2025, approximately $1.70 billion was available under the company’s long-term, multi-currency committed revolving credit facilities. The company also had approximately $1.02 billion of short-term uncommitted credit facilities available at September 30, 2025, of which $86 million was outstanding and due on demand. At December 31, 2024, the company had $109 million of committed short-term loans outstanding, a $24 million short-term finance lease outstanding and $37 million outstanding under short-term uncommitted credit facilities.

Previous wording

We were in compliance with the leverage ratio requirement at June 30, 2025, and for all prior periods presented, and have met all debt payment obligations. The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividend payments, share repurchases, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The most restrictive of our debt covenants requires us to maintain a leverage ratio (as defined) of no greater than 5.0 times, which will change to 4.5 times as of September 30, 2025. As of June 30, 2025, the company could borrow an additional $2.07 billion under its long-term multi-currency committed revolving facilities and short-term uncommitted credit facilities. Additional details about our debt are available in Note 15 accompanying the consolidated financial statements within Item 1 of this report. In 2024 and 2025, we entered into and designated net investment hedges against the net assets of our euro denominated operations. See Note 20 for further details.

Current wording

We were in compliance with the leverage ratio requirement at September 30, 2025, and for all prior periods presented, and have met all debt payment obligations. The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividend payments, share repurchases, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The most restrictive of our debt covenants requires us to maintain a leverage ratio (as defined) of no greater than 4.5 times. As of September 30, 2025, the company could borrow an additional $2.39 billion under its long-term multi-currency committed revolving facilities and short-term uncommitted credit facilities. Additional details about our debt are available in Note 15 accompanying the consolidated financial statements within Item 1 of this report. In 2024 and 2025, we entered into and designated net investment hedges against the net assets of our euro denominated operations. See Note 20 for further details.

Previous wording

In November 2024, the company entered into an agreement to sell 41 percent of its share in Ball United Arab Can Manufacturing Company, which will trigger deconsolidation upon closing of the transaction. See Note 4 for further details.

Current wording

In August 2025, the company sold 41 percent of its share in Ball United Arab Can Manufacturing Company, which resulted in deconsolidation upon closing of the transaction. See Note 4 for further details.

Previous wording

Included in the amounts disclosed in the table above, at June 30, 2025, and December 31, 2024, the obligor group held receivables due from other subsidiary companies of $460 million and $440 million, respectively, long-term notes receivable due from other subsidiary companies of $9.04 billion and $10.03 billion, respectively, payables due to other subsidiary companies of $252 million and $1.79 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.28 billion and $2.20 billion, respectively.

Current wording

Included in the amounts disclosed in the table above, at September 30, 2025, and December 31, 2024, the obligor group held receivables due from other subsidiary companies of $497 million and $440 million, respectively, long-term notes receivable due from other subsidiary companies of $9.15 billion and $10.03 billion, respectively, payables due to other subsidiary companies of $243 million and $1.79 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.32 billion and $2.20 billion, respectively.

Previous wording

For the six months ended June 30, 2025, and the year ended December 31, 2024, the obligor group recorded the following transactions with other subsidiary companies: sales to them of $624 million and $1.23 billion, respectively, net credits from them of $32 million and $75 million, respectively, and net interest income from them of $159 million and $336 million, respectively. The obligor group received dividends from other subsidiary companies of $54 million, during the year ended December 31, 2024.

Current wording

For the nine months ended September 30, 2025, and the year ended December 31, 2024, the obligor group recorded the following transactions with other subsidiary companies: sales to them of $952 million and $1.23 billion, respectively, net credits from them of $49 million and $75 million, respectively, and net interest income from them of $239 million and $336 million, respectively. The obligor group received dividends from other subsidiary companies of $54 million during the year ended December 31, 2024.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

In August 2025, Ball issued $750 million of 5.50% senior notes due in 2033 and repaid the outstanding U.S. dollar revolving credit facility due in 2027 in the amount of $600 million, as well as the outstanding multi-currency revolving credit facility due in 2027 of $100 million.