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O-I Glass, Inc. /DE/

For the period ended Sep 30, 2025. Filed Nov 5, 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 5, 2025

OI$5.17-4.1%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 2025-07-30.

0001558370-25-009803

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

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-05.

0001104659-25-107047

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 108 previous paragraphs and 108 current paragraphs.

42 unchanged; 50 reworded; 12 added; 13 removed; 3 previous and 4 current paragraphs rearranged.

Tables are not compared: 12 previous and 13 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 (12)

Current report

Results of Operations — Third Quarter of 2025 Compared with Third Quarter of 2024

Current report

The Company’s net sales in the third quarter of 2025 were $1,653 million compared with $1,679 million in the third quarter of 2024, a decrease of $26 million, or 2%. Glass container shipments, in tons, decreased approximately 5% in the third quarter of 2025, which decreased net sales by approximately $90 million compared to the same period in the prior year. Modest growth in shipments to non-alcoholic beverage, food and ready-to-drink customers were more than offset by lower beer and wine shipments. Shipment trends improved over the course of the quarter and sales volumes were nearly flat with the prior year September. In addition, the Company believes that several factors also contributed to lower volumes in the third quarter of 2025, including a major project startup in Europe, inventory corrections in the Mexico and North America beer category related to changes in U.S. trade and immigration policies and the Company’s deliberate decisions to exit unprofitable business as part of its network optimization efforts. These actions, while impacting volume, are aligned with the Company’s focus on economic profit and long-term value. Excluding these factors, shipments were down about 2%, which is more in line with softer underlying consumer consumption trends.

Current report

Americas: Net sales in the Americas in the third quarter of 2025 were $940 million, unchanged compared to $940 million in the third quarter of 2024. Higher selling prices in the region increased net sales by $46 million in the third quarter of 2025, driven by the pass through of higher cost inflation. Glass container shipments in the region were down approximately 7% in the third quarter of 2025 compared to the same period in the prior year, which decreased net sales by approximately $61 million. This reflects continued subdued consumer demand and intentionally exiting unprofitable business as part of the Company’s network optimization efforts. The segment also experienced some disruption linked toinventory corrections in the Mexico and North America beer category related to changes in U.S. trade and immigration policies.** **The favorable effects of foreign currency exchange rate changes increased net sales by $15 million in the third quarter of 2025 compared to the same period in the prior year, as the Brazilian Real, Mexican Peso and Colombian Peso strengthened compared to the U.S. dollar.

Current report

Earnings before income taxes were $58 million in the third quarter of 2025 compared to a loss before income taxes of $57 million in the third quarter of 2024, an increase of $115 million. This increase was primarily due to higher segment operating profit, lower restructuring, asset impairment and other charges and lower retained corporate and other costs, partially offset by higher interest expense.

Current report

Segment operating profit of reportable segments in the third quarter of 2025 was $235 million, compared to $144 million in the third quarter of 2024, an increase of $91 million, or 63%. This increase was primarily due to lower operating costs and higher net prices (net of cost inflation), partially offset by lower sales volumes and a slightly unfavorable impact from foreign currency exchange rates. Operating costs were favorably impacted by $60 million of benefits from the Company’s Fit to Win initiative (exceeding management’s expectations), higher production volumes and several favorable discrete items, including an insurance settlement and an adjustment to itsaccrued liabilities for carbon emissions, in the third quarter of 2025.

Current report

Executive Overview — Nine months ended September 30, 2025 and 2024

Current report

For the first nine months of 2025, the Company recorded net earnings attributable to the Company of $9 million, or $0.06 per share (diluted), compared to net earnings attributable to the Company of $48 million, or $0.31 per share

Current report

charges and higher interest expense, partially offset by higher segment operating profit and lower retained corporate and other costs.

Current report

Segment operating profit of reportable segments in the first nine months of 2025 was $669 million, compared to $612 million in the first nine months of 2024, an increase of $57 million, or 9%. This increase wasprimarily due to lower operating costs, partially offset by lower net prices (net of cost inflation) and lower sales volumes. Operating costs were favorably impacted by approximately $170 million of benefits from the Company’s Fit to Win initiative (exceeding management’s expectations) and several favorable discrete items, including an insurance settlement and an adjustment to itsaccrued liabilities for carbon emissions, partially offset by $47 million related to temporary curtailments of production volumes, primarily in Europe, to balance supply and demand and reduce inventory levels. Unfavorable foreign currency exchange rates decreased segment operating profit by $7 million in the first nine months of 2025 compared to the same period in the prior year.

Current report

For the three and nine months ended September 30, 2024, the Company recorded restructuring and other charges of approximately $83 million to Other expense, net ($81 million) and Equity earnings ($2 million) on the Condensed Consolidated Results of Operations, of which $80 million of cumulative charges related to the Fit to Win program. These charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($72 million) and Retained Corporate costs and other ($11 million). The Fit to Win program expects to reduce redundant production capacity and begin to optimize the network, as well as streamline other cost areas, such as selling, general and administrative expenses. Additional restructuring charges are expected in future quarters. The Company expects that the majority of the remaining cash expenditures related to the accrued employee and other exit costs will be paid out over the next several years.

Current report

In the third quarter and first nine months of 2025, the Company recorded pre-tax gains of approximately $1 million and $7 million, respectively, on the sale of land and buildings of previously closed plants in the Americas and Europe.

Current report

miscellaneous assets was $26 million and $19 million, for the nine months ended September 30, 2025 and 2024, respectively, reflecting higher proceeds on the sale of land and buildings of previously closed plants in the Americas and Europe.
Removed paragraphs (13)

Previous report

Results of Operations — Second Quarter of 2025 Compared with Second Quarter of 2024

Previous report

Americas: Net sales in the Americas in the second quarter of 2025 were $943 million compared to $899 million in the second quarter of 2024, an increase of $44 million, or 5%. Higher selling prices in the region increased net sales by $22 million in the second quarter of 2025, driven by the pass through of higher cost inflation. Glass container shipments in the region were up approximately 4% in the second quarter of 2025 compared to the same period in the prior year, which increased net sales by approximately $50 million. The segment experienced strong shipments to beer and spirits

Previous report

Earnings before income taxes were $7 million in the second quarter of 2025 compared to $104 million in the second quarter of 2024, a decrease of $97 million. This decrease was due to higher restructuring, asset impairment and other charges and lower segment operating profit, partially offset by lower interest expense and retained corporate and other costs.

Previous report

Segment operating profit of reportable segments in the second quarter of 2025 was $225 million, compared to $233 million in the second quarter of 2024, a decrease of $8 million, or 3%. This decrease was primarily due to lower net prices (net of cost inflation) and sales volumes. Operating costs were favorably impacted by $63 million of benefits from the Company’s Fit to Win initiative, partially offset by approximately $32 million related to temporary curtailments of production volumes, primarily in Europe, to balance supply and demand andreduce inventory levels and other costs.

Previous report

In addition, operating costs in the second quarter of 2025 were $35 million lower than in the same period in the prior year, primarily due to approximately $29 million of benefits from the Company’s Fit To Win initiative (exceeding management’s expectations).

Previous report

Executive Overview — Six months ended June 30, 2025 and 2024

Previous report

The Company’s net sales in the first half of 2025 were $3,273 million compared with $3,322 million in the first half of 2024, a decrease of $49 million, or 2%. Average selling prices declined, which decreased net sales by $35 million for the first six months of 2025. Glass container shipments, in tons, were up nearly 1% and mix was more favorable for the first six months of 2025, which increased net sales by approximately $40 million compared to the same period in the

Previous report

Segment operating profit of reportable segments in the first half of 2025 was $434 million, compared to $468 million in the first half of 2024, a decrease of $34 million, or 7%. This decrease was primarily due to lower net prices (net of cost inflation), partially offset by the impact of slightly higher sales volumes and favorable mix and lower operating costs. Operating costs were favorably impacted by approximately $110 million of benefits from the Company’s Fit to Win initiative and $7 million from the settlement of an insurance claim in the Americas, partially offset by approximately $86 million related to temporary curtailments of production volumes, primarily in Europe, to balance supply and demand andreduce inventory levels. Unfavorable foreign currency exchange rates decreased segment operating profit by $4 million in the first half of 2025 compared to the same period in the prior year.

Previous report

On March 25, 2022, certain of the Company’s subsidiaries entered into a Credit Agreement and Syndicated Facility Agreement (the “Original Agreement”), which refinanced in full the previous credit agreement. The Original Agreement provided for up to $2.8 billion of borrowings pursuant to term loans, revolving credit facilities and a delayed draw term loan facility. The delayed draw term loan facility allowed for a one-time borrowing of up to $600 million, the proceeds of which were used, in addition to other consideration paid by the Company and/or its subsidiaries, to fund an asbestos settlement trust (the “Paddock Trust”) established in connection with the confirmed plan of reorganization of Paddock Enterprises, LLC (“Paddock”) proposed by Paddock, O-I Glass and certain other parties in Paddock’s Chapter 11 case. On July 18, 2022, the Company drew down the $600 million delayed draw term loan to fund, together with other consideration, the Paddock Trust.

Previous report

Agreement Amendment makes modifications to certain loan documents, in order to give the Company increased flexibility to incur secured debt in the future.

Previous report

In May 2024, the Company issued €500 million aggregate principal amount of senior notes that bear interest at 5.250% and mature on June 1, 2029. Also, in May 2024, the Company issued $300 million aggregate principal amount of senior notes that bear interest at 7.375% and mature on June 1, 2032. The senior notes were issued via private placements and are guaranteed by certain of the Company’s subsidiaries. The net proceeds, after deducting debt issuance

Previous report

costs, were used to repurchase and redeem the aggregate principal amounts described in the May 2024 tender offer and redemption below.

Previous report

In May 2024, the Company repurchased€323.4 million aggregate principal amount of the outstanding 2.875% Senior Notes due 2025 pursuant to a tender offer and redeemed $300 million aggregate principal amount of the outstanding 6.375% Senior Notes due 2025. The repurchase and redemption were funded with the proceeds from the May 2024 senior notes issuances described above. The Company recorded approximately $2 million of additional interest charges related to the senior note repurchases conducted in the second quarter of 2024 for note repurchase premiums and the write-off of unamortized finance fees. In the first quarter of 2025, the 2.875% Senior Notes due 2025 were fully repaid.
Reworded paragraphs (50)

Previous wording

Financial information for the three and six months ended June 30, 2025 and 2024 regarding the Company’s reportable segments is as follows (dollars in millions):

Current wording

Financial information for the three and nine months ended September 30, 2025 and 2024 regarding the Company’s reportable segments is as follows (dollars in millions):

Previous wording

Net sales in the second quarter of 2025 decreased $23 million, or 1%, compared to the prior year period, primarily due to lower average selling prices and sales volumes, partially offset by the impact from favorable foreign currency translation.

Current wording

Net sales in the third quarter of 2025 decreased $26 million, or 2%, compared to the prior year period, primarily due to lower sales volumes, partially offset by the impact from favorable foreign currency translation and higher average selling prices.

Previous wording

Earnings before income taxes were $97 million lower in the second quarter of 2025 compared to the same period in 2024. This decrease was primarily due to higher restructuring, asset impairment and other charges and lower segment operating profit, partially offset by lower interest expense and retained corporate and other costs.

Current wording

Earnings before income taxes were $115 million higher in the third quarter of 2025 compared to the same period in 2024. This increase was primarily due to higher segment operating profit, lower restructuring, asset impairment and other charges and lower retained corporate and other costs, partially offset by higher interest expense.

Previous wording

Segment operating profit for reportable segments in the second quarter of 2025 was $8 million lower compared to the prior year period, primarily due to lower net prices (net of cost inflation) and sales volumes, partially offset by lower operating costs. Operating costs were favorably impacted by benefits from the Company’s Fit to Win initiative, partially offset by temporary curtailments of production volumes, primarily in Europe, to balance supply and demand andreduce inventory levels.

Current wording

Segment operating profit for reportable segments in the third quarter of 2025 increased $91 million compared to the prior year period, primarily due to lower operating costs and higher net prices (net of cost inflation), partially offset by lower sales volumes and a slightly unfavorable impact from foreign currency exchange rates. Operating costs were favorably impacted by benefits from the Company’s Fit to Win initiatives, higher production volumes and several favorable discrete items in the third quarter of 2025.

Previous wording

Net interest expense for the second quarter of 2025 decreased $2 million compared to the same period in 2024, primarily due to lower note repurchase premiums, write-offs of deferred finance fees and related charges.

Current wording

Net interest expense for the third quarter of 2025 increased $4 million compared to the same period in 2024, primarily due to higher write-offs of deferred finance fees and related charges related to refinancing activity.

Previous wording

For the second quarter of 2025, the Company recorded a net loss attributable to the Company of $5 million, or $0.03 per share, compared to net earnings attributable to the Company of $57 million, or $0.36 per share (diluted), in the second quarter of 2024. As discussed below, net loss attributable to the Company in the second quarter of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments. These items increased net loss attributable to the Company by $86 million, or $0.56 per share, in the second quarter of 2025 and decreased net earnings attributable to the Company by $12 million, or $0.08 per share, in the second quarter of 2024.

Current wording

For the third quarter of 2025, the Company recorded net earnings attributable to the Company of $30 million, or $0.19 per share (diluted), compared to a net loss attributable to the Company of $80 million, or $0.52 per share, in the third quarter of 2024. As discussed below, net earnings and net loss attributable to the Company in the third quarter of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments. These items decreased net earnings attributable to the Company by $45 million, or $0.29 per share, in the third quarter of 2025 and increased net loss attributable to the Company by $74 million, or $0.48 per share, in the third quarter of 2024.

Previous wording

prior year. Unfavorable foreign currency exchange rates decreased net sales by $46 million in the first half of 2025 compared to the same period in the prior year. Other sales were approximately $8 million lower for the first six months of 2025 than in the same period in the prior year, driven by lower machine part sales.

Current wording

Average selling prices increased, which benefitted net sales by $21 million in the third quarter of 2025. Favorable foreign currency exchange rates increased net sales by $51 million in the third quarter of 2025 compared to the same period in the prior year. Other sales were approximately $8 million lower in the third quarter of 2025 than in the same period in the prior year, driven by lower machine part sales.

Previous wording

Europe: Net sales in Europe in the second quarter of 2025 were $741 million compared to $802 million in the second quarter of 2024, a decrease of $61 million, or 8%. Lower average selling prices in Europe decreased net sales by $41 million in the second quarter of 2025. Glass container shipments decreased by approximately 9% in the second quarter of 2025 with lower shipments to beer, wine and spirits customers, and this decreased net sales by approximately $76 million compared to the same period in the prior year. The Company believes that second quarter 2025 sales were adversely impacted by the following factors: a supplier-related delay at a major plant reconfiguration project which is now ramping up; some increased beer and wine shipments in the first quarter of 2025, likely in response to trade policy uncertainty; and macroeconomic uncertainty and unfavorable weather conditions. Favorable effects of foreign currency exchange rate changes increased net sales by $56 million in the second quarter of 2025 compared to the same period in the prior year, as the Euro strengthened compared to the U.S. dollar.

Current wording

Europe: Net sales in Europe in the third quarter of 2025 were $688 million compared to $706 million in the third quarter of 2024, a decrease of $18 million, or 3%. Lower average selling prices in Europe decreased net sales by $25 million in the third quarter of 2025. Glass container shipments decreased by approximately 3% in the third quarter of 2025, and this decreased net sales by approximately $29 million compared to the same period in the prior year. The Company believes that third quarter 2025 shipments were adversely impacted by a major project startup. Excluding this event, shipments in the third quarter of 2025 were about flat with the third quarter of 2024. Favorable effects of foreign currency exchange rate changes increased net sales by $36 million in the third quarter of 2025 compared to the same period in the prior year, as the Euro strengthened compared to the U.S. dollar.

Current wording

Earnings (Loss) before Income Taxes and Segment Operating Profit

Previous wording

Americas: Segment operating profit in the Americas in the second quarter of 2025 was $135 million, compared to $106 million in the second quarter of 2024, an increase of $29 million, or 27%. The impact of higher shipments discussed above resulted in a $10 million increase to segment operating profit in the second quarter of 2025 compared to the second quarter of 2024. Higher cost inflation exceeded higher selling prices and resulted in a $7 million decrease to segment operating profit in the second quarter of 2025. The effects of foreign currency exchange rates decreased segment operating profit by $9 million in the second quarter of 2025.

Current wording

Americas: Segment operating profit in the Americas in the third quarter of 2025 was $140 million, compared to $88 million in the third quarter of 2024, an increase of $52 million, or 59%. Operating costs in the third quarter of 2025 were $42 million lower than in the same period in the prior year, primarily due to approximately $35 million of benefits from the Company’s Fit To Win initiatives and $6 million from the settlement of an insurance claim. Higher selling prices exceeded higher cost inflation and resulted in a $29 million increase to segment operating profit in the third quarter of 2025. The impact of lower shipments discussed above resulted in a $14 million decrease to segment operating profit in the third quarter of 2025 compared to the third quarter of 2024. The effects of foreign currency exchange rates decreased segment operating profit by $5 million in the third quarter of 2025.

Previous wording

In late July 2025, the Company finalized its plans for the indefinite suspension of operations of one furnace and the closure of one plant in its Americas segment. The Company will continue to monitor business trends and consider whether any additional temporary downtime or permanent capacity closures in the Americas will be necessary in 2025 to align its business with demand trends. Any permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.

Current wording

In the third quarter of 2025, the Company finalized its plans for the indefinite suspension of operations of two furnaces and the closure of one plant in its Americas segment. The Company will continue to monitor business trends and consider whether any additional temporary downtime or permanent capacity closures in the Americas will be necessary in future periods to align its business with demand trends. Any permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.

Previous wording

Europe: Segment operating profit in Europe in the second quarter of 2025 was $90 million compared to $127 million in the second quarter of 2024, a decrease of $37 million, or 29%. Lower net selling prices (net of cost inflation) decreased segment operating profit by $24 million in the second quarter of 2025 compared to the same period in the prior year due to elevated competitive pressures. The impact of lower shipments discussed above decreased segment operating profit by approximately $18 million. Operating costs in the second quarter of 2025 were $4 million higher than in the same period in the prior year, primarily driven by approximately $38 million from the impact of temporary production curtailments to balance supply and demand and reduce inventory levels. Partially offsetting these higher costs in the second quarter of 2025 were approximately $34 million of benefits from the Fit to Win initiative (exceeding management’s expectations). The effects of foreign currency exchange rates increased segment operating profit by $9 million in the second quarter of 2025.

Current wording

Europe: Segment operating profit in Europe in the third quarter of 2025 was $95 million compared to $56 million in the third quarter of 2024, an increase of $39 million, or 70%. Operating costs in the third quarter of 2025 were $60 million lower than in the same period in the prior year, primarily driven by higher production volumes following the prior year’s inventory reduction efforts, approximately $25 million of benefits from the Fit to Win initiatives and an approximate $7 million favorable year-over-year adjustment in the segment’s accrued liabilities for carbon emissions due to lower production levels. Lower net selling prices (net of cost inflation) decreased segment operating profit by $15 million in the third quarter of 2025 compared to the same period in the prior year due to elevated competitive pressures. The impact of lower shipments discussed above decreased segment operating profit by approximately $8 million. The effects of foreign currency exchange rates increased segment operating profit by $2 million in the third quarter of 2025.

Previous wording

In addition, the ongoing conflict between Russia and Ukraine has caused a significant change in the global gas market, resulting in a shift toward liquified natural gas. This transition has increased volatility in the market, as countries have diversified their energy sources and reduced dependance on Russian natural gas supplies. The Company’s European operations typically purchase natural gas under mid- to long-term supply arrangements with terms that range from one to three yearsand, through these agreements, typically agree on a portion of the price with the relevant supplier in advance of the period in which the natural gas will be delivered, which shields the Company from the full impact of increased natural gas prices, while such agreements remain in effect. The Company’s energy risk management approach is to have coverage of at least 40% of its expected total energy usefor the year ahead, where possible. However, the Company’s coverage for its expected European natural gas requirements in 2026 is currently below this level as of June 30, 2025. The Company intends to reach this level by the end of 2025. The current conflict between Russia and Ukraine and the resulting sanctions, potential sanctions, government mandated curtailments or government imposed allocations, tariffs or other adverse repercussions on energy supplies could cause the Company’s energy suppliers to be unable or unwilling to deliver natural gas at agreed prices and quantities. If this occurs, it may be necessary for the Company to procure natural gas at then-current market prices and subject to market availability and could cause the Company to experience a significant increase in operating costs or result in the temporary or permanent cessation of delivery of natural gas to several of the Company’s manufacturing plants in Europe. Depending on the duration and ultimate outcome of the conflict between Russia and Ukraine, future long-term supply arrangements for natural gas may not be available at reasonable prices or at all.

Current wording

In addition, the ongoing conflict between Russia and Ukraine has caused a significant change in the global gas market, resulting in a shift toward liquified natural gas. This transition has increased volatility in the market, as countries have diversified their energy sources and reduced dependance on Russian natural gas supplies. The Company’s European operations typically purchase natural gas under mid- to long-term supply arrangements with terms that range from one to three yearsand, through these agreements, typically agree on a portion of the price with the relevant supplier in advance of the period in which the natural gas will be delivered, which shields the Company from the full impact of increased natural gas prices, while such agreements remain in effect. The Company’s energy risk management approach is to have coverage of at least 40% of its expected total energy usefor the year ahead, where possible. The current conflict between Russia and Ukraine and the resulting sanctions, potential sanctions, government mandated curtailments or government imposed allocations, tariffs or other adverse repercussions on energy supplies could cause the Company’s energy suppliers to be unable or unwilling to deliver natural gas at agreed prices and quantities. If this occurs, it may be necessary for the Company to procure natural gas at then-current market prices and subject to market availability and could cause the Company to experience a significant increase in operating costs or result in the temporary or permanent cessation of delivery of natural gas to several of the Company’s manufacturing plants in Europe. Depending on the duration and ultimate outcome of the conflict between Russia and Ukraine, future long-term supply arrangements for natural gas may not be available at reasonable prices or at all.

Previous wording

Net interest expense in the second quarter of 2025 was $85 million compared to $87 million in the second quarter of 2024, primarily due to lower note repurchase premiums, write-offs of deferred finance fees and related charges.

Current wording

Net interest expense in the third quarter of 2025 was $91 million compared to $87 million in the third quarter of 2024, primarily due to higher write-offs of deferred finance fees and related charges related to refinancing activity.

Previous wording

The Company’s effective tax rate from operations for the second quarter of 2025 was 85.7% compared to 40.4% for the second quarter of 2024. The effective tax rate for the second quarter of 2025 differed from the second quarter of 2024 due to a net unfavorable tax rate on restructuring and asset impairment charges, a benefit from a European investment tax incentive and a change in the mix of geographic earnings.

Current wording

The Company’s effective tax rate from operations for the third quarter of 2025 was 36.2% compared to (33.3)% for the third quarter of 2024. The effective tax rate for the third quarter of 2025 differed from the third quarter of 2024 due to a benefit from adjustments to deferred income taxes as a result of the agreement with Taxing Authorities in Europe, the impact from the net unfavorable tax rate on restructuring and asset impairment charges, and a change in the mix of geographic earnings.

Previous wording

For the second quarter of 2025, the Company recorded a net loss attributable to the Company of $5 million, or $0.03 per share, compared to net earnings attributable to the Company of $57 million, or $0.36 per share (diluted), in the second quarter of 2024. Net loss and net earnings attributable to the Company in the second quarter of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments as set forth in the following table (dollars in millions).

Current wording

For the third quarter of 2025, the Company recorded net earnings attributable to the Company of $30 million, or $0.19 per share (diluted), compared to a net loss attributable to the Company of $80 million, or $0.52 per share, in the third quarter of 2024. Net earnings or loss attributable to the Company in the third quarter of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments as set forth in the following table (dollars in millions).

Previous wording

Net sales for the first six months of 2025 decreased $49 million, or 2%, compared to the same period in the prior year, primarily due to the impact from unfavorable foreign currency translation and lower average selling prices, partially offset by slightly higher sales volumes and favorable mix.

Current wording

Net sales for the first nine months of 2025 decreased $76 million, or 2%, compared to the same period in the prior year, primarily due to the impact from lower sales volumes and lower average selling prices, partially offset by slightly favorable foreign currency translation.

Previous wording

Earnings before income taxes were $195 million lower in the first six months of 2025 compared to the same period in 2024. This decrease was primarily due to higher restructuring, asset impairment and other charges, lower segment operating profit and slightly higher interest expense, partially offset by lower retained corporate and other costs.

Current wording

Earnings before income taxes were $80 million lower in the first nine months of 2025 compared to the same period in 2024. This decrease was primarily due to higher restructuring, asset impairment and other charges and higher interest expense, partially offset by higher segment operating profit and lower retained corporate and other costs.

Previous wording

Segment operating profit for reportable segments in the first half of 2025 was $34 million lower compared to the prior year period, primarily due to lower net prices (net of cost inflation), partially offset by the impact of slightly higher sales volumes and favorable mix and lower operating costs. Operating costs were favorably impacted by benefits from the Company’s Fit to Win initiative, partially offset by temporary curtailments of production volumes, primarily in Europe, to balance supply and demand andreduce inventory levels.

Current wording

Segment operating profit for reportable segments in the first nine months of 2025 was $57 million higher compared to the prior year period, primarily due to lower operating costs, partially offset by lower net prices (net of cost inflation) and lower sales volumes. Operating costs were favorably impacted by benefits from the Company’s Fit to Win initiatives and several favorable discrete items, partially offset by temporary curtailments of production volumes, primarily in Europe, to balance supply and demand andreduce inventory levels.

Previous wording

Net interest expense for the first six months of 2025 increased $1 million compared to the same period in 2024, primarily due to the unfavorable effect of foreign currency exchange rates, partially offset by $2 million in lower note repurchase premiums, write-offs of deferred finance fees and related charges.

Current wording

Net interest expense for the first nine months of 2025 increased $5 million compared to the same period in 2024, primarily due to higher write-offs of deferred finance fees and related charges related to refinancing activity.

Previous wording

For the first six months of 2025, the Company recorded a net loss attributable to the Company of $20 million, or $0.13 per share, compared to net earnings attributable to the Company of $129 million, or $0.81 per share (diluted), for the first six months of 2024. As discussed below, net loss or earnings attributable to the Company in the first six months of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments. These items increased net loss attributable to the Company by $165 million, or $1.06 per share, in the first six months of 2025 and decreased net earnings attributable to the Company by $12 million, or $0.08 per share, in the first six months of 2024.

Current wording

(diluted), for the first nine months of 2024. As discussed below, net earnings attributable to the Company in the first nine months of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments. These items decreased net earnings attributable to the Company by $209 million, or $1.35 per share, in the first nine months of 2025 and decreased net earnings attributable to the Company by $86 million, or $0.54 per share, in the first nine months of 2024.

Previous wording

Results of Operations — First Six Months of 2025 Compared with First Six Months of 2024

Current wording

Results of Operations — First Nine Months of 2025 Compared with First Nine Months of 2024

Previous wording

The Company’s net sales in the second quarter of 2025 were $1,706 million compared with $1,729 million in the second quarter of 2024, a decrease of $23 million, or 1%. Average selling prices declined, which decreased net sales by $19 million in the second quarter of 2025. Glass container shipments, in tons, decreased approximately 3% in the second quarter of 2025, which decreased net sales by approximately $26 million compared to the same period in the prior year. This decline in shipments was impacted by soft consumer consumption and generally unfavorable weather across much of the Northern Hemisphere. Favorable foreign currency exchange rates increased net sales by $28 million in the second quarter of 2025 compared to the same period in the prior year. Other sales were approximately $6 million lower in the second quarter of 2025 than in the same period in the prior year, driven by lower machine part sales and lower shipments in Asia Pacific.

Current wording

The Company’s net sales in the first nine months of 2025 were $4,926 million compared with $5,002 million in the first nine months of 2024, a decrease of $76 million, or 2%. Average selling prices declined, which decreased net sales by $14 million for the first nine months of 2025. Glass container shipments, in tons, were down approximately 1% for the first nine months of 2025, which decreased net sales by approximately $50 million compared to the same period in the prior year. The Company believes that several factors also contributed to lower volumes in the first nine months of 2025, including a major project startup in Europe, inventory corrections in the Mexico and North America beer category related to changes in U.S. trade and immigration policies and the Company’s deliberate decisions to exit unprofitable business as part of its network optimization efforts. Slightly favorable foreign currency exchange rates increased net sales by $6 million in the first nine months of 2025 compared to the same period in the prior year. Other sales were approximately $18 million lower for the first nine months of 2025 than in the same period in the prior year, driven by lower machine part sales.

Previous wording

Americas: Net sales in the Americas in the first six months of 2025 were $1,816 million compared to $1,753 million in the first six months of 2024, an increase of $63 million, or 4%. Higher selling prices in the region increased net sales by $52 million in the first half of 2025, driven by the pass through of higher cost inflation. Glass container shipments in the region were up more than 4% in the first six months of 2025 compared to the same period in the prior year, which increased net sales by approximately $98 million. The segment experienced higher shipments to beer, food and spirits customers. The unfavorable effects of foreign currency exchange rate changes decreased net sales by $87 million in the first half of 2025 compared to the same period in the prior year, as the Brazilian Real, Mexican Peso and Colombian Peso weakened compared to the U.S. dollar.

Current wording

Americas: Net sales in the Americas in the first nine months of 2025 were $2,756 million compared to $2,693 million in the first nine months of 2024, an increase of $63 million, or 2%. Higher selling prices in the region increased net sales by $98 million in the first nine months of 2025, driven by the pass through of higher cost inflation. Despite subdued consumer demand andinventory corrections in the Mexico and North America beer category related to changes in U.S. trade and immigration policies, glass container shipments in the region were up slightly in the first nine months of 2025 compared to the same period in the prior year, which increased net sales by approximately $37 million. The unfavorable effects of foreign currency exchange rate changes decreased net sales by $72 million in the first nine months of 2025 compared to the same period in the prior year, as the Brazilian Real, Mexican Peso and Colombian Peso weakened compared to the U.S. dollar.

Previous wording

Europe: Net sales in Europe in the first six months of 2025 were $1,407 million compared to $1,511 million in the first six months of 2024, a decrease of $104 million, or 7%. Lower average selling prices in Europe decreased net sales by $87 million in the first half of 2025. Glass container shipments decreased by approximately 3% in the first six months of 2025 with lower shipments to beer, wine and spirits customers in the first half of 2025, and this decreased net sales by approximately $58 million compared to the same period in the prior year. The Company believes that sales in the first six months of 2025 were adversely impacted by the following factors: a supplier-related delay at a major plant reconfiguration project which is now ramping up, macroeconomic uncertainty and unfavorable weather conditions. Favorable effects of foreign currency exchange rate changes increased net sales by $41 million in the first half of 2025 compared to the same period in the prior year, as the Euro strengthened compared to the U.S. dollar.

Current wording

Europe: Net sales in Europe in the first nine months of 2025 were $2,095 million compared to $2,216 million in the first nine months of 2024, a decrease of $121 million, or 5%. Lower average selling prices in Europe decreased net sales by $112 million in the first nine months of 2025. Glass container shipments decreased by approximately 3% in the first nine months of 2025, and this decreased net sales by approximately $87 million compared to the same period in the prior year. The Company believes that sales in the first nine months of 2025 were adversely impacted by a major project startup. Favorable effects of foreign currency exchange rate changes increased net sales by $78 million in the first nine months of 2025 compared to the same period in the prior year, as the Euro strengthened compared to the U.S. dollar.

Previous wording

Earnings before income taxes were $26 million in the first six months of 2025 compared to $221 million in the first six months of 2024, a decrease of $195 million. This decrease was due to higher restructuring, asset impairment and other charges, lower segment operating profit, partially offset by lower retained corporate and other costs.

Current wording

Earnings before income taxes were $83 million in the first nine months of 2025 compared to $163 million in the first nine months of 2024, a decrease of $80 million. This decrease was due to higher restructuring, asset impairment and other

Previous wording

Americas: Segment operating profit in the Americas in the first six months of 2025 was $276 million, compared to $208 million in the first six months of 2024, an increase of $68 million, or 33%. The impact of higher shipments discussed above resulted in a $21 million increase to segment operating profit in the first six months of 2025 compared to the same period in the prior year. Higher cost inflation exceeded higher selling prices and resulted in a $8 million decrease to segment operating profit in the first half of 2025. The effects of foreign currency exchange rates decreased segment operating profit by $11 million in the first half of 2025.

Current wording

Americas: Segment operating profit in the Americas in the first nine months of 2025 was $416 million, compared to $296 million in the first nine months of 2024, an increase of $120 million, or 41%. The impact of higher shipments discussed above resulted in a $7 million increase to segment operating profit in the first nine months of 2025 compared to the same period in the prior year. Higher selling prices exceeded higher cost inflation and resulted in a $21 million increase to segment operating profit in the first nine months of 2025. The effects of foreign currency exchange rates decreased segment operating profit by $16 million in the first nine months of 2025.

Previous wording

In addition, operating costs in the first half of 2025 were $66 million lower than in the same period in the prior year, primarily due to approximately $56 million in savings from the Company’s Fit To Win initiative (exceeding management’s expectations). Operating costs were also favorably impacted by approximately $7 million from the settlement of an insurance claim.

Current wording

In addition, operating costs in the first nine months of 2025 were $108 million lower than in the same period in the prior year, primarily due to approximately $91 million in savings from the Company’s Fit To Win initiatives. Operating costs were also favorably impacted by approximately $13 million from the settlement of insurance claims.

Previous wording

Europe: Segment operating profit in Europe in the first six months of 2025 was $158 million compared to $260 million in the first six months of 2024, a decrease of $102 million, or 39%. Lower net selling prices (net of cost inflation) decreased segment operating profit by $62 million in the first half of 2025 compared to the same period in the prior year due to elevated competitive pressures. Operating costs in the first six months of 2025 were $35 million higher than in the same period in the prior year, driven by approximately $89 million from the impact of temporary production curtailments to balance supply and demand and reduce inventory levels and other costs. Partially offsetting these higher costs in the first half of 2025 were approximately $54 million of benefits from the Fit to Win initiative (exceeding management’s expectations). The impact of lower shipments discussed above decreased segment operating profit by approximately $12 million. The effects of foreign currency exchange rates increased segment operating profit by $7 million in the first half of 2025.

Current wording

Europe: Segment operating profit in Europe in the first nine months of 2025 was $253 million compared to $316 million in the first nine months of 2024, a decrease of $63 million, or 20%. Lower net selling prices (net of cost inflation) decreased segment operating profit by $77 million in the first nine months of 2025 compared to the same period in the prior year due to elevated competitive pressures. The impact of lower shipments discussed above decreased segment operating profit by approximately $20 million. Partially offsetting this was the benefit of $25 million of lower operating costs in the first nine months of 2025 compared to the same period in the prior year, driven by approximately $79 million of benefits from the Fit to Win initiativesand an approximate $7 million year-over-year favorable adjustment in the segment’s accrued liabilities for carbon emissions due to lower production levels, partially

Previous wording

In the first six months of 2025, the Company also announced the permanent closure of a plant and the elimination of a number of selling, general and administrative positions in Europe in connection with its Fit to Win initiative. Additional indefinite or permanent capacity closures and job eliminations in Europe may be necessary in 2025 to align its business with demand trends. Any indefinite or permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.

Current wording

In the first nine months of 2025, the Company also announced the permanent closure of a plant and the elimination of a number of selling, general and administrative positions in Europe in connection with its Fit to Win initiative. In October 2025, the Company substantially completed its discussions with certain European Works Councils related to additional indefinite or permanent capacity closures and the elimination of selling, general and administrative positions in Europe. These actions are part of the Company’s Fit to Win initiative toreduce redundant production capacity and begin to optimize its network. Additional indefinite or permanent capacity closures and job eliminations in Europe may be necessary in future periods to align its business with demand trends. Any indefinite or permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.

Previous wording

In addition, the ongoing conflict between Russia and Ukraine has caused a significant change in the global gas market, resulting in a shift toward liquified natural gas. This transition has increased volatility in the market, as countries have diversified their energy sources and reduced dependance on Russian natural gas supplies. The Company’s European operations typically purchase natural gas under mid- to long-term supply arrangements with terms that range from one to three yearsand, through these agreements, typically agree on a portion of the price with the relevant supplier in advance of the period in which the natural gas will be delivered, which shields the Company from the full impact of increased natural gas prices, while such agreements remain in effect. The Company’s energy risk management approach is to have coverage of at least 40% of its expected total energy usefor the year ahead, where possible. However, the Company’s coverage for its expected European natural gas requirements in 2026 is currently

Current wording

In addition, the ongoing conflict between Russia and Ukraine has caused a significant change in the global gas market, resulting in a shift toward liquified natural gas. This transition has increased volatility in the market, as countries have diversified their energy sources and reduced dependance on Russian natural gas supplies. The Company’s European operations typically purchase natural gas under mid- to long-term supply arrangements with terms that range from one to three yearsand, through these agreements, typically agree on a portion of the price with the relevant supplier in advance of the period in which the natural gas will be delivered, which shields the Company from the full impact of increased natural gas prices, while such agreements remain in effect. The Company’s energy risk management approach is to have coverage of at least 40% of its expected total energy usefor the year ahead, where possible. The current conflict between Russia and Ukraine and the resulting sanctions, potential sanctions, government mandated curtailments or government imposed allocations, tariffs or other adverse repercussions on energy supplies could cause the Company’s energy suppliers to be unable or unwilling to deliver natural gas at agreed prices and quantities. If this occurs, it may be necessary for the Company to procure natural gas at then-current market prices and subject to market availability and could cause the Company to experience a significant increase in operating costs or result in the temporary or permanent cessation of delivery of natural gas to several of the Company’s manufacturing plants in Europe. Depending on the duration and ultimate outcome of the conflict between Russia and Ukraine, future long-term supply arrangements for natural gas may not be available at reasonable prices or at all.

Previous wording

Net interest expense in the first six months of 2025 was $166 million compared to $165 million in the first six months of 2024. This increase wasprimarily due to the unfavorable effect of foreign currency exchange rates, partially offset by $2 million in lower note repurchase premiums, write-offs of deferred finance fees and related charges.

Current wording

Net interest expense in the first nine months of 2025 was $257 million compared to $252 million in the first nine months of 2024. This increase wasprimarily due to higher write-offs of deferred finance fees and related charges related to refinancing activity.

Previous wording

The Company’s effective tax rate from operations for the six months ended June 30, 2025 was 138.5% compared to 37.6% for the six months ended June 30, 2024. The effective tax rate for the first half of 2025 differed from the first half of 2024 due to a net unfavorable tax rate on restructuring charges, a benefit from a European investment tax incentive and a change in the mix of geographic earnings.

Current wording

The Company’s effective tax rate from operations for the nine months ended September 30, 2025 was 68.7% compared to 62.6% for the nine months ended September 30, 2024. The effective tax rate for the first nine months of 2025 differed from the first nine months of 2024 due to a net unfavorable tax rate on restructuring charges offset by benefits from adjustments to deferred income taxes due to agreement with Taxing Authorities in Europe, benefits from a European investment tax incentive and a change in the mix of geographic earnings.

Previous wording

For the first six months of 2025, the Company recorded a net loss attributable to the Company of $20 million, or $0.13 per share, compared to net earnings attributable to the Company of $129 million, or $0.81 per share (diluted), in the first six months of 2024. Net loss and net earnings attributable to the Company in the first six months of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments as set forth in the following table (dollars in millions).

Current wording

For the first nine months of 2025, the Company recorded net earnings attributable to the Company of $9 million, or $0.06 per share (diluted), compared to net earnings attributable to the Company of $48 million, or $0.31 per share (diluted), for the first nine months of 2024. Net earnings attributable to the Company in the first nine months of 2025 and 2024 included items that management considers not representative of ongoing operations and other adjustments as set forth in the following table (dollars in millions).

Previous wording

In the second quarter of 2025, the Company revised its approach regarding the use of research, development and engineering activities from those reported in its 2024 Form 10-K. Following a comprehensive evaluation, the Company has decided to halt further MAGMA development and operations. The Company concluded that the MAGMA program had not met the operational and financial thresholds required. As a result of the decision to halt the MAGMA program, the Company has recorded approximately $104 million of restructuring, asset impairment and other charges in the second quarter of 2025.

Current wording

In the second quarter of 2025, the Company revised its approach regarding the use of research, development and engineering activities from those reported in its 2024 Form 10-K. Following a comprehensive evaluation, the Company decided to halt further MAGMA development and operations. The Company concluded that the MAGMA program had not met the operational and financial thresholds required. As a result of the decision to halt the MAGMA program, the Company recorded approximately $104 million of restructuring, asset impairment and other charges in the second quarter of 2025.

Previous wording

Retained corporate costs and other for the second quarter of 2025 were $25 million compared to $32 million in the second quarter of 2024 and were $53 million in the first six months of 2025 compared to $72 million for the same period in 2024. These costs decreased in the second quarter and first six months of 2025, driven by approximately $21 million and $35 million, respectively, of benefits from the Company’s Fit To Win initiative (exceeding management’s expectations), partially offset by other costs including higher management incentives.

Current wording

Retained corporate costs and other for the third quarter of 2025 were $26 million compared to $31 million in the third quarter of 2024 and were $80 million in the first nine months of 2025 compared to $104 million for the same period in 2024. These costs decreased in the third quarter and first nine months of 2025, driven by approximately $15 million and $50 million, respectively, of benefits from the Company’s Fit To Win initiative (exceeding management’s expectations), partially offset by other costs, including higher management incentives.

Previous wording

For the three and six months ended June 30, 2025, the Company recorded restructuring, asset impairment and other charges of approximately $108 million (which included $104 million related to its decision to halt the MAGMA program) and $191 million, respectively, to Other expense, net in the Condensed Consolidated Results of Operations, primarily related to the Fit to Win program. For the three months ended June 30, 2025, these charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($45 million), Europe segment ($3 million) and Retained corporate costs and other ($60 million). For the six months ended June 30, 2025, these charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($52 million), Europe segment ($55 million) and Retained corporate costs and other ($84 million). As of June 30, 2025, the Company has incurred cumulative charges of approximately $396 million related to the Fit to Win program. Additional restructuring charges are expected in future quarters when management completes their assessment to reduce redundant production capacity and streamline costs.

Current wording

For the three and nine months ended September 30, 2025, the Company recorded restructuring, asset impairment and other charges of approximately $61 million and $252 million (which included $117 million related to its decision to halt the MAGMA program), respectively, to Other expense, net in the Condensed Consolidated Results of Operations, primarily related to the Fit to Win program. For the three months ended September 30, 2025, these charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($59 million), Europe segment ($1 million) and Retained corporate costs and other ($1 million). For the nine months ended September 30, 2025, these charges consisted of employee costs, such as severance and benefit-related costs, write-down of assets and other exit costs in the Americas segment ($111 million), Europe segment ($56 million) and Retained corporate costs and other ($85 million). As of September 30, 2025, the Company has incurred cumulative charges of approximately $456 million related to the Fit to Win program. Additional restructuring charges are expected in future quarters when management completes their assessment to reduce redundant production capacity and streamline costs. The Company expects that the majority of the remaining cash expenditures related to the accrued employee and other exit costs will be paid out over the next several years.

Previous wording

From December 31, 1956 through June 1967, the Company, via a wholly-owned subsidiary, owned and operated a paper mill located on the shore of the Cuyahoga River in Ohio, which is now part of the Cuyahoga Valley National Park that is managed by the National Park Service (“NPS”). The Company and the United States have been engaged in litigation regarding the site in the U.S. District Court for the Northern District of Ohio (Akron), with the United States claiming that the Company should pay $50 million as a remedy for certain soils at the site as well as its past and anticipated future costs. In the first quarter of 2025, the Company and the NPS reached a tentative settlement, and the Company expects to pay $16.5 million in the third quarter of 2025 to resolve this matter. As a result, the Company recorded a charge of approximately $4 million in the first quarter of 2025 to Other expense, net in the Condensed Consolidated Results of Operations to augment its previous approximate $12.5 million accrual balance related to this matter. The Company recorded a charge of $10 million in the second quarter of 2024 related to this matter.

Current wording

From December 31, 1956 through June 1967, the Company, via a wholly-owned subsidiary, owned and operated a paper mill located on the shore of the Cuyahoga River in Ohio, which is now part of the Cuyahoga Valley National Park that is managed by the National Park Service (“NPS”). The Company and the United States have been engaged in litigation regarding the site in the U.S. District Court for the Northern District of Ohio (Akron), with the United States claiming that the Company should pay $50 million as a remedy for certain soils at the site as well as its past and anticipated future costs. In the third quarter and first nine months of 2024, the Company recorded charges of $1 million and $11 million, respectively, to Other expense, net in the Condensed Consolidated Results of Operations related to this

Previous wording

In the first quarter of 2025, the Company recorded a pre-tax gain of approximately $6 million on the sale of land and buildings of a previously closed plant in the Americas.

Current wording

In both the third quarter and first nine months of 2024, the Company recorded pre-tax gains of approximately $1 million on the sale of land and buildings of a previously closed plant in the Americas.

Previous wording

On August 30, 2022, certain of the Company’s subsidiaries entered into an Amendment No. 1 to its Credit Agreement and Syndicated Facility Agreement (the “Credit Agreement Amendment”), which amends the Original Agreement (as amended by the Credit Agreement Amendment, the “Credit Agreement”). The Credit Agreement Amendment provides for up to $500 million of additional borrowings in the form of term loans. The proceeds of such term loans were used, together with cash, to retire the $600 million delayed draw term loan. The term loans mature, and the revolving credit facilities terminate, in March 2027. The term loans borrowed under the Credit Agreement Amendment are secured by certain collateral of the Company and certain of its subsidiaries. In addition, the Credit

Current wording

On September 30, 2025, certain of the Company’s subsidiaries entered into a Credit Agreement and Syndicated Facility Agreement (the “Credit Agreement”), which refinanced in full the previous credit agreement. The Credit Agreement provides for up to $2.7 billion of borrowings pursuant to term loans A, term loans B and a revolving credit facility. The term loans A mature, and the revolving credit facility terminates, in September 2030, and the term loans B mature in September 2032; provided, however, that if any of the senior notes issued by certain subsidiaries of the Company are outstanding on the date that is 91 days prior to the maturity date for such senior notes (any such date, a “Springing Maturity Date”), then the term loans A, the revolving credit facility and the term loans B will mature and terminate, as applicable, on such Springing Maturity Date. Borrowings under the Credit Agreement are secured by certain collateral of the Company and certain of its subsidiaries.

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Current report — wording carried from elsewhere

In the third quarter of 2025, the Company finalized its plans for the indefinite suspension of operations of two furnaces and the closure of one plant in its Americas segment. The Company will continue to monitor business trends and consider whether any additional temporary downtime or permanent capacity closures in the Americas will be necessary in future periods to align its business with demand trends. Any permanent capacity closures could result in material restructuring and impairment charges, as well as cash expenditures, in future periods.

Current report — wording carried from elsewhere

offset by approximately $51 million related to temporary curtailments of production volumes to balance supply and demand and reduce inventory levels. The effects of foreign currency exchange rates increased segment operating profit by $9 million in the first nine months of 2025.

Current report — wording carried from elsewhere

matter. In the first quarter of 2025, the Company and the NPS reached a tentative settlement, and the Company recorded a charge of approximately $4 million to Other expense, net in the Condensed Consolidated Results of Operations to augment its previous accrual balance related to this matter. In the third quarter of 2025, the consent order between the parties was approved by the U.S. District Court and the Company paid $16.5 million to resolve this matter.

Current report — wording carried from elsewhere

outstanding debt securities and could lead to an acceleration of obligations related to these debt securities. As of September 30, 2025, the Company was in compliance with all covenants and restrictions in the Credit Agreement. In addition, the Company believes that it will remain in compliance for the term of the Credit Agreement and that its ability to borrow additional funds under the Credit Agreement will not be adversely affected by the covenants and restrictions.
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Previous report — wording carried elsewhere

customers. The unfavorable effects of foreign currency exchange rate changes decreased net sales by $28 million in the second quarter of 2025 compared to the same period in the prior year, as the Brazilian Real, Mexican Peso and Colombian Peso weakened compared to the U.S. dollar.

Previous report — wording carried elsewhere

below this level as of June 30, 2025. The Company intends to reach this level by the end of 2025. The current conflict between Russia and Ukraine and the resulting sanctions, potential sanctions, government mandated curtailments or government imposed allocations, tariffs or other adverse repercussions on energy supplies could cause the Company’s energy suppliers to be unable or unwilling to deliver natural gas at agreed prices and quantities. If this occurs, it may be necessary for the Company to procure natural gas at then-current market prices and subject to market availability and could cause the Company to experience a significant increase in operating costs or result in the temporary or permanent cessation of delivery of natural gas to several of the Company’s manufacturing plants in Europe. Depending on the duration and ultimate outcome of the conflict between Russia and Ukraine, future long-term supply arrangements for natural gas may not be available at reasonable prices or at all.

Previous report — wording carried elsewhere

The Company expects that the majority of the remaining cash expenditures related to the accrued employee and other exit costs will be paid out over the next several years.