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Alcoa Corp

For the period ended Sep 30, 2026. Filed Oct 29, 2026.

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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, 2026 · Filed Oct 29, 2026

AA$39.54+2.9%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 2026-06-30; filed 2026-07-30.

0001193125-26-326265

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-10-29.

0001193125-26-437885

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 259 previous paragraphs and 283 current paragraphs.

120 unchanged; 68 reworded; 88 added; 58 removed; 13 previous and 7 current paragraphs rearranged.

Tables are not compared: 7 previous and 7 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 (88)

Current report

During the third quarter of 2026, Alcoa delivered strong operational performance while progressing its key strategic and operational priorities. The Company made further progress toward completing the acquisition of South32 Limited’s (South32) equity interests in certain bauxite, alumina, and aluminum assets (referred to as AliGroup) (the Transaction) and entered into a definitive agreement for the sale of portions of its Massena East site. Alcoa also set year-to-date production records at five aluminum smelters and one alumina refinery, increased aluminum production for the sixth consecutive quarter, and completed the Alumar smelter restart.

Current report

Average alumina prices increased 8 percent and average aluminum prices decreased 10 percent in the third quarter of 2026 compared with the second quarter of 2026. The alumina price increase was driven by lower expected supply outside of China and improving demand, primarily due to Middle East smelter restarts and Indonesian smelter capacity increases. The aluminum price decreased from recent highs, reflecting expected supply recovery, primarily due to the additional capacity in Indonesia and the Middle East.

Current report

Since announcing the AliGroup acquisition (described below) in June 2026, Alcoa continued to advance the steps required for closing. The Company filed the registration statement on Form S-4, which was subsequently declared effective, and progressed regulatory approvals. In September 2026, Alcoa, through wholly-owned subsidiaries, completed debt offerings of $2,600 to fund a portion of the cash consideration. On October 15, 2026, South32 shareholders approved the Transaction.

Current report

In September 2026, Alumina Pty Ltd and Alcoa Nederland Holding B.V. (ANHBV), wholly-owned subsidiaries of Alcoa Corporation, completed debt issuances pursuant to Rule 144A and Regulation S (each under U.S. Securities Act of 1933, as amended) of $1,500 aggregate principal amount of 6.625% Senior Notes due 2034 (the 2034 Notes) and $1,100 aggregate principal amount of 6.875% Senior Notes due 2036 (the 2036 Notes), respectively. The Company intends to use the net proceeds of $2,592, together with cash on hand, to fund the cash portion of the consideration for the acquisition as well as related fees and expenses. The commissions to the initial purchasers on each series of notes, totaling $26, are contingent and payable upon closing of the Transaction.

Current report

Upon completion of the debt offerings, the Company terminated the remaining outstanding commitments for bridge financing of up to $3,100 that it had obtained on June 30, 2026 in connection with the Transaction, and incurred $6 in structuring fees. Bridge commitment fees of $16 are contingent and payable upon closing of the Transaction.

Current report

See Part I Item 1 of this Form 10-Q in Note J to the Consolidated Financial Statements for additional information.

Current report

In October 2026, the WA government introduced a new section 6 exemption (under the Environmental Protection Act 1986) and announced its decision to approve the 2025-2029 mine plan imminently, subject to enhanced conditions. The new section 6 exemption, which expires on December 31, 2027, replaces the exemption granted in 2023 and allows Alcoa’s mining operations to continue while the WA EPA assessment is undertaken. The enhanced mine plan conditions, together with the new section 6 exemption, provide additional environmental protections and are not expected to have a material impact on the Company’s financial position or results of operations.

Current report

The conversion of the note and acquisition of the remaining ownership interest resulted in a reduction to Noncontrolling interest ($58) and corresponding increase to Additional capital; certain amounts related to foreign currency translation adjustments previously included within Noncontrolling interest ($8) were reclassified to Accumulated other comprehensive loss.

Current report

In the third quarter of 2026, Alcoa entered into definitive agreements to sell portions of its Massena East site. The transaction creates the potential for cash proceeds up to $315 as approved data center capacity is developed by the buyer. Closing is expected within the next six months. At closing, Alcoa expects to receive approximately $50 to $65, depending on the amount of approved data center capacity. Alcoa may receive an additional approximately $60 to $250 for approved capacity expansions and capacity-based installment payments as approved capacity is commissioned during the seven-year period following closing, with most of the proceeds expected to be received during the first five years. Closing is subject to permitting and regulatory approvals, satisfaction of the conditions required to begin construction, and other customary closing conditions.

Current report

Net income attributable to Alcoa Corporation increased $76 primarily as a result of:

Current report

Net income attributable to Alcoa Corporation increased $371 primarily as a result of:

Current report

Absence of gain on sale of interest in the Saudi Arabia joint venture

Current report

Selling, general administrative, and other expenses decreased $4 primarily as a result of:

Current report

Selling, general administrative, and other expenses increased $50 primarily as a result of:

Current report

The Provision for depreciation, depletion, and amortization increased $3 primarily as a result of:

Current report

The Provision for depreciation, depletion, and amortization increased $50 primarily as a result of:

Current report

Structuring fees on the $3,100 bridge financing facility entered into in June 2026 and terminated in September 2026

Current report

Interest on the 2034 Notes and the 2036 Notes issued in September 2026

Showing the first 40 of 88 passages. Open the source sections for the rest.

Removed paragraphs (58)

Previous report

During the second quarter of 2026, Alcoa delivered strong operational and financial performance and continued to execute on its strategic priorities, including the announced agreement to acquire South32 Limited’s (South32) equity interests in its bauxite, alumina, and aluminum assets. The Company set year-to-date production records at four aluminum smelters and at one alumina refinery, progressed multiple smelter capacity restarts, and completed negotiations for new multi-year collective bargaining agreements in Australia, the U.S., and Canada.

Previous report

Average alumina prices decreased 1 percent and average aluminum prices increased 15 percent in the second quarter of 2026 compared with the first quarter of 2026. In addition, the average Midwest premium increased 10 percent and the average Rotterdam premium increased 47 percent sequentially. Alumina prices continued to be impacted by refinery expansions, primarily in China and Indonesia, in addition to impacts from Middle East conflict disruptions. The aluminum price and regional premium increases were driven by low inventory levels and supply disruptions, which included impacts related to the Middle East conflict.

Previous report

Since the Middle East conflict began, the region has experienced announced curtailments of more than 2,500 kmt of annual smelting capacity and nearly 2,000 kmt of refining capacity. Additionally, the disruption of transit through the Strait of Hormuz has restricted the inflow of raw materials and caused vessel constraints globally. During the second quarter of 2026, the Company continued to support its customers in managing the logistics for certain alumina shipments. The conflict in the Middle East also caused increases in energy costs; Alcoa has limited its exposure to volatility in spot energy through long-term natural gas and electricity contracts and financial hedges.

Previous report

In connection with the Transaction, on June 30, 2026, the Company obtained commitments for bridge financing of up to $3,100. The financing consists of commitments for a senior unsecured 364-day bridge term loan credit facility that would be available upon closing of the Transaction, subject to customary conditions, including the consummation of the Transaction in accordance with the terms of the Deed. The facility also contains customary representations, warranties, covenants, and indemnification provisions. The Company currently intends to replace the bridge financing with permanent financing prior to the closing date.

Previous report

Additionally, during the second quarter of 2026, the Company continued engagement with government stakeholders related to the 2025-2029 mine plan, which the Company aims to have in place in 2026. The WA government has indicated it intends to issue an updated Section 6 exemption order aligned with the 2025-2029 plan, to replace the exemption granted in 2023 that allows Alcoa’s mining operations to continue while the WA EPA assessment is undertaken.

Previous report

Net income attributable to Alcoa Corporation decreased $18 primarily as a result of:

Previous report

Net income attributable to Alcoa Corporation increased $120 primarily as a result of:

Previous report

Unfavorable impacts from certain energy contracts linked to metal prices

Previous report

Unfavorable impacts from certain energy contracts linked to metal prices

Previous report

Selling, general administrative, and other expenses increased $18 primarily as a result of increased fees for professional services.

Previous report

Selling, general administrative, and other expenses increased $31 primarily as a result of:

Previous report

The Provision for depreciation, depletion, and amortization increased $11 primarily as a result of:

Previous report

The Provision for depreciation, depletion, and amortization increased $34 primarily as a result of:

Previous report

Favorable currency revaluation impacts primarily due to gains in the current year from the U.S. dollar weakening against the Brazilian real, partially offset by the absence of gains recognized in the prior year when the U.S. dollar weakened against the Brazilian real

Previous report

$9 charge to record net additional asset retirement obligations and environmental remediation at previously closed sites

Previous report

In the six-month period of 2026, Restructuring and other charges, net of $14 primarily related to:

Previous report

$9 charge to record net additional asset retirement obligations and environmental remediation at previously closed sites

Previous report

In the six-month period of 2025, Restructuring and other charges, net of $19 primarily related to:

Previous report

$20 charge to record net additional asset retirement obligations and environmental remediation at previously closed sites

Previous report

($10) benefit for take-or-pay contract costs at a previously closed site

Previous report

Subsequent to June 30, 2026, the Company converted the mandatory convertible note of $153 (€130), provided to the San Ciprián operations in December 2025, and acquired Trento EQT’s remaining ownership interest for $28 (€25). As a result, Alcoa will hold a 100% ownership interest in the San Ciprián operations as of August 1, 2026 and recognize earnings attributable to noncontrolling interest through July 31, 2026.

Previous report

In the second quarter of 2026, the Alumina segment experienced higher energy prices, primarily fuel oil and diesel, related to the Middle East conflict.

Previous report

Alumina production decreased 6 percent primarily as a result of:

Previous report

Alumina production decreased 3 percent primarily as a result of:

Previous report

Lower production at the Pinjarra refinery due to continued instability following Cyclone Narelle in late March 2026

Previous report

Third-party sales decreased $1,220 primarily as a result of:

Showing the first 40 of 58 passages. Open the source sections for the rest.

Reworded paragraphs (68)

Previous wording

On June 30, 2026, Alcoa entered into an Umbrella Implementation Deed (Deed) with South32 to acquire South32’s equity interests in its bauxite, alumina, and aluminum assets (referred to as AliGroup) for consideration consisting of $3,100 of cash and approximately 17 million shares of Alcoa common stock (which may, in part, be delivered in the form of Alcoa CHESS Depositary Interests (CDIs)) with an agreed value as of the execution of the Deed of approximately $1,000 (based on the volume weighted average price over the 10 trading days ended June 26, 2026 of $58.79 per share), subject to customary adjustments set forth in the Deed (the Transaction). In addition, Alcoa agreed to pay South32 a ticking fee equal to 5 percent per annum on the $3,100 cash consideration for the period from South32 shareholder approval through the closing date. Alcoa also agreed to pay South32 up to an aggregate $750 in cash contingent on average alumina and aluminum prices exceeding the respective agreed strike prices for each of four successive, annual periods, beginning July 1, 2026 for a specific portion of the related alumina and aluminum production volumes of the acquired assets. The Deed also contains customary representations and warranties, covenants, indemnification obligations, and termination fees for transactions of this nature.

Current wording

On June 30, 2026, Alcoa entered into an Umbrella Implementation Deed (Deed) with South32 to acquire AliGroup for consideration consisting of $3,100 of cash and approximately 17 million shares of Alcoa common stock (which may, in part, be delivered in the form of Alcoa CHESS Depositary Interests (CDIs)) with an agreed value as of the execution of the Deed of approximately $1,000 (based on the volume weighted average price over the 10 trading days ended June 26, 2026 of $58.79 per share), subject to customary adjustments set forth in the Deed. In addition, Alcoa agreed to pay South32 a ticking fee equal to 5 percent per annum on the $3,100 cash consideration for the period from October 15, 2026, the date of South32 shareholder approval, through the closing date. Alcoa also agreed to pay South32 up to an aggregate $750 in cash contingent on average alumina and aluminum prices exceeding the respective agreed strike prices for each of four successive, annual periods, beginning July 1, 2026 for a specific portion of the related alumina and aluminum production volumes of the acquired assets. The Transaction utilizes a locked box mechanism under which the purchase price is based on AliGroup’s financial position as of March 31, 2026 (the Locked Box Date), and Alcoa is entitled to the economic benefits and risks of ownership from the Locked Box Date through the closing date. Customary protections apply to prevent leakage of value from AliGroup between the Locked Box Date and the closing date, subject to customary exceptions for permitted leakage. The Deed also contains customary representations and warranties, covenants, indemnification obligations, and termination fees for transactions of this nature.

Previous wording

The Transaction includes South32’s 86% interests in the Boddington bauxite mine and the Worsley alumina refinery in Australia; 100% interests in the Hillside aluminum smelter and idled Bayside smelter property in South Africa; and interests of 33% in the Mineração Rio do Norte (MRN) bauxite mine, 36% in the Alumar refinery, and 40% interest in the Alumar smelter, each in Brazil.

Current wording

AliGroup includes South32’s 86% interests in the Boddington bauxite mine and the Worsley alumina refinery in Australia; 100% interests in the Hillside aluminum smelter and idled Bayside smelter property in South Africa; and interests of 33% in the Mineração Rio do Norte (MRN) bauxite mine, 36% in the Alumar refinery, and 40% in the Alumar smelter, each in Brazil.

Previous wording

The Transaction reinforces Alcoa’s position as a leading pure-play upstream aluminum company, while strengthening its global portfolio with complementary assets to the Company’s existing portfolio. The acquisition will add a high-quality, low-cost, and globally diversified set of mining, refining, and smelting assets, with greater scale and integration expected to reduce complexity, lower costs, and improve competitiveness while strengthening supply chain resilience across key jurisdictions. Alcoa’s proven operating model, technical expertise, and commercial capabilities are expected to unlock meaningful operational improvements and synergies across the combined portfolio. The Company expects these assets to enhance financial results across business cycles and sustainably improve Alcoa’s position on the global alumina and aluminum cost curves.

Current wording

The acquisition is expected to reinforce Alcoa’s position as a leading pure-play upstream aluminum company, while strengthening its global portfolio with complementary assets to the Company’s existing portfolio. The acquisition will add a high-quality, low-cost, and globally diversified set of mining, refining, and smelting assets, with greater scale and integration expected to reduce complexity, lower costs, and improve competitiveness while strengthening supply chain resilience across key jurisdictions. Alcoa’s proven operating model, technical expertise, and commercial capabilities are expected to unlock meaningful operational improvements and synergies across the combined portfolio. The Company expects these assets to enhance financial results across business cycles and sustainably improve Alcoa’s position on the global alumina and aluminum cost curves.

Previous wording

The Transaction is expected to close in the first half of 2027, subject to the satisfaction or waiver of closing conditions, including approval by South32’s shareholders, receipt of required regulatory approvals, and other customary conditions specified in the Deed.

Current wording

Closing is expected in the first half of 2027, subject to the satisfaction or waiver of closing conditions, including receipt of required regulatory approvals and other customary conditions specified in the Deed.

Previous wording

The Company expects to incur transaction-related costs, including advisory, legal, accounting, valuation, and financing fees, which are expensed as incurred. During the six-month period of 2026, the Company recognized transaction-related costs of $13, which were included in Selling, general and administrative expenses on the accompanying Statement of Consolidated Operations.

Current wording

During the nine-month period of 2026, the Company incurred transaction-related costs of $27, which were included in Selling, general administrative, and other expenses on the accompanying Statement of Consolidated Operations. The Company expects to incur additional transaction-related costs, including advisory, legal, accounting, and valuation fees, which will be expensed as incurred.

Previous wording

During the second quarter of 2026, the Company continued to work collaboratively with stakeholders to advance mine approvals for its next major mine regions (Myara North and Holyoake) and the rolling five-year mine plan (2023-2027) referred to the Western Australia Environmental Protection Authority (WA EPA) in 2023 by a third party. Recent engagement with government stakeholders provided insight into important steps remaining in the approvals process. The Company anticipates mining in new major mine regions will commence no earlier than 2029. Until then, the Company expects bauxite quality will remain similar to recent grades.

Current wording

During the third quarter of 2026, Alcoa continued to support the Western Australia Environmental Protection Authority’s (WA EPA) review of its Australia mine plans for its next major mine regions (Myara North and Holyoake) and the rolling five-year mine plan (2023-2027) referred to the WA EPA in 2023 by a third party. Important steps remain in the approvals process (including an appeals period following the WA EPA’s recommendation) and the Company expects the process to extend into 2027.

Previous wording

The Company has contingency plans to support operations if Ministerial decisions are delayed beyond 2026. Based on current plans, approval delays extending through the first half of 2027 are not expected to materially affect bauxite supply or quality, or operating costs. For longer delays, the Company could implement additional operational measures, including modifications to mining activities and refinery operating rates, to mitigate potential impacts.

Current wording

Approval decisions extending through the first half of 2027 are not expected to materially affect bauxite supply or quality, or operating costs. If Ministerial decisions extend beyond the first half of 2027, the Company may implement additional operational measures to preserve bauxite availability, including modifications to mining activities, production schedules, and refinery operating rates. The Company anticipates mining in new major mine regions no earlier than 2029. Until then, the Company expects bauxite quality to remain similar to recent grades.

Previous wording

Subsequent to June 30, 2026, the Company converted the mandatory convertible note of $153 (€130), provided to the San Ciprián operations in December 2025, and acquired Trento EQT’s remaining ownership interest for $28 (€25). As a result, Alcoa will hold a 100% ownership interest in the San Ciprián operations as of August 1, 2026 and recognize earnings attributable to noncontrolling interest through July 31, 2026.

Current wording

In the third quarter of 2026, the Company converted the $153 (€130) mandatory convertible note provided to the San Ciprián (Spain) joint venture in December 2025 and acquired Trento Equity Holdings, S.L.U.’s (Trento EQT), formerly known as IGNIS Equity Holdings, SL, remaining ownership interest for $28 (€25). The Company recognized earnings attributable to noncontrolling interest through July 31, 2026.

Previous wording

On May 15, 2026, Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of Alcoa Corporation, redeemed the remaining $219 aggregate principal amount of its 6.125% notes due in 2028 (the 2028 Notes). The notes were redeemed at a price equal to 100 percent of the principal amount, plus accrued and unpaid interest, using cash on hand.

Current wording

On May 15, 2026, ANHBV redeemed the remaining $219 aggregate principal amount of its 6.125% notes due in 2028 (the 2028 Notes). The 2028 Notes were redeemed at a price equal to 100 percent of the principal amount, plus accrued and unpaid interest, using cash on hand.

Previous wording

Unfavorable mark-to-market results on the Saudi Arabian Mining Company (Ma’aden) shares

Current wording

Favorable mark-to-market results on the Saudi Arabian Mining Company (Ma’aden) shares

Previous wording

Cost of goods sold as a percentage of sales decreased 3 percent primarily as a result of:

Current wording

Cost of goods sold as a percentage of sales increased 1 percent primarily as a result of:

Previous wording

Cost of goods sold as a percentage of sales decreased 4 percent primarily as a result of:

Current wording

Cost of goods sold as a percentage of sales decreased 7 percent primarily as a result of:

Previous wording

Higher amortization in Australia for mine development costs

Current wording

Higher amortization in Australia and Brazil for mine development costs

Previous wording

Debt settlement expenses for the remaining 2028 Notes extinguished in May 2026

Current wording

Absence of interest and debt settlement expenses for the remaining 2028 Notes extinguished in May 2026

Previous wording

Decreased interest and absence of debt settlement expenses for 5.500% Senior Notes due 2027 (the 2027 Notes) extinguished in March 2025 and December 2025

Current wording

Absence of interest and debt settlement expenses for 5.500% Senior Notes due 2027 (the 2027 Notes) extinguished in March 2025

Previous wording

Absence of interest on unfavorable value added tax assessments in Brazil recognized in 2025

Current wording

Decreased interest on value added tax assessments in Brazil

Previous wording

Interest on $500 6.125% Senior Notes due 2030 (the 2030 Notes) and $500 6.375% Senior Notes due 2032 (the 2032 Notes) issued in March 2025

Current wording

Increased interest on $500 6.125% Senior Notes due 2030 (the 2030 Notes) and $500 6.375% Senior Notes due 2032 (the 2032 Notes) issued in March 2025

Previous wording

Other expenses (income), net was $200 in the second quarter of 2026 compared with ($126) in the first quarter of 2026. The unfavorable change of $326 was primarily a result of:

Current wording

Other (income) expenses, net was ($32) in the third quarter of 2026 compared with $200 in the second quarter of 2026. The favorable change of $232 was primarily a result of:

Previous wording

Unfavorable mark-to-market results on derivative instruments primarily due to lower power prices in the current quarter and unfavorable power price changes under a firming contract

Current wording

Favorable mark-to-market results on derivative instruments primarily due to higher power prices in the current quarter, favorable power price changes under a firming contract, and changes in the euro foreign exchange rate

Previous wording

Unfavorable currency revaluation impacts primarily due to absence of gains recognized in the first quarter of 2026 due to the U.S. dollar weakening against the Brazilian real

Current wording

Favorable currency revaluation impacts primarily due to absence of losses recognized in the second quarter of 2026 due to the U.S. dollar strengthening against the Australian dollar

Previous wording

Other expenses (income), net was $74 in the six-month period of 2026 compared with ($138) in the six-month period of 2025. The unfavorable change of $212 was primarily a result of:

Current wording

Other (income) expenses, net was $42 in the nine-month period of 2026 compared with ($1,172) in the nine-month period of 2025. The unfavorable change of $1,214 was primarily a result of:

Previous wording

Unfavorable mark-to-market results on the Ma’aden shares in the six-month period of 2026

Current wording

Unfavorable mark-to-market results on the Ma’aden shares in the nine-month period of 2026 compared to favorable mark-to-market results in the nine-month period of 2025 subsequent to July 1, 2025

Previous wording

In the first quarter of 2026, Restructuring and other charges, net of $18 primarily related to:

Current wording

In the third quarter of 2026, Restructuring and other charges, net of $18 primarily related to:

Previous wording

$18 charge for take-or-pay power contract costs at previously closed sites

Current wording

$1 net charge for take-or-pay contract costs at previously closed sites

Previous wording

$9 charge for certain employee obligations related to the February 2023 updated viability agreement reached with the workers’ representatives of the San Ciprián aluminum smelter

Current wording

$11 for certain employee obligations related to the February 2023 updated viability agreement for the San Ciprián aluminum smelter

Previous wording

The Provision for income taxes in the second quarter of 2026 was $73 on income before taxes of $482 or 15.1 percent. In comparison, the first quarter of 2026 Provision for income taxes was $82 on income before taxes of $499 or 16.4 percent.

Current wording

The Provision for income taxes in the third quarter of 2026 was $91 on income before taxes of $573 or 15.9 percent. In comparison, the second quarter of 2026 Provision for income taxes was $73 on income before taxes of $482 or 15.1 percent.

Previous wording

The Provision for income taxes in the six-month period of 2026 was $155 on income before taxes of $981 or 15.8 percent. In comparison, the six-month period of 2025 Provision for income taxes was $130 on income before taxes of $829 or 15.7 percent.

Current wording

The Provision for income taxes in the nine-month period of 2026 was $246 on income before taxes of $1,554 or 15.8 percent. In comparison, the nine-month period of 2025 Provision for income taxes was $79 on income before taxes of $996 or 7.9 percent.

Previous wording

The decrease in tax expense of $9 is primarily attributable to the absence of a valuation allowance of $22 recorded against certain deferred tax assets of a wholly-owned subsidiary in Canada during the first quarter of 2026, and an overall reduction in income in jurisdictions where taxes are paid, partially offset by the impact of the increased annualized effective tax rate when applied to current period earnings.

Current wording

The increase in tax expense of $167 is primarily attributable to an overall increase in income in jurisdictions where taxes are paid, including the absence of the restructuring charge associated with the Kwinana closure recorded during the third quarter of 2025, and a valuation allowance of $22 recorded against certain deferred tax assets of a wholly-owned subsidiary in Canada during the first quarter of 2026, partially offset by the absence of tax expense on the gain on sale of interest in the Saudi Arabia joint venture.

Previous wording

On March 31, 2025, Alcoa and Trento EQT entered into a joint venture agreement with respect to the San Ciprián operations. Alcoa holds a 75% ownership interest and continues as managing operator, while Trento EQT holds the remaining 25% interest. Alcoa began recognizing earnings attributable to Trento EQT’s ownership interest within Noncontrolling interest in the second quarter of 2025.

Current wording

On March 31, 2025, Alcoa and Trento EQT entered into a joint venture agreement for the San Ciprián operations, with Alcoa holding a 75% ownership interest, and Trento EQT holding the remaining 25% interest. As a result, Alcoa began recognizing earnings attributable to noncontrolling interest in the second quarter of 2025.

Previous wording

Net income (loss) attributable to noncontrolling interest was $2 in the second quarter of 2026 compared with $(8) in the first quarter of 2026. The change is primarily a result of higher average realized price of aluminum.

Current wording

Net (loss) income attributable to noncontrolling interest was $(1) in the third quarter of 2026 compared with $2 in the second quarter of 2026. The change primarily reflects increased energy prices in July 2026.

Previous wording

Net income (loss) attributable to noncontrolling interest was $(6) in the six-month period of 2026 compared with $(13) in the six-month period of 2025. The change is primarily a result of higher average realized price of aluminum, partially offset by lower average realized price of alumina.

Current wording

Net (loss) income attributable to noncontrolling interest was $(7) in the nine-month period of 2026 compared with $(27) in the nine-month period of 2025. The change is primarily a result of higher average realized price of aluminum, partially offset by higher costs associated with the smelter restart and lower average realized price of alumina.

Previous wording

Business Update. The average API of $307 per metric ton decreased 1 percent compared to the prior quarter. Compared to the six-month period of 2025, the average API decreased 38 percent year-over-year.

Current wording

Business Update. The average API of $332 per metric ton increased 8 percent compared to the prior quarter. Compared to the nine-month period of 2025, the average API decreased 30 percent year-over-year.

Previous wording

Subsequent to June 30, 2026, the Pinjarra (Australia) refinery recovered stability and operating levels following operational instability that began in late March 2026 and was further exacerbated by gas supply disruptions associated with Cyclone Narelle.

Current wording

In July 2026, the Pinjarra (Australia) refinery recovered stability and operating levels following operational instability that began in late March 2026 and was further exacerbated by gas supply disruptions associated with Cyclone Narelle.

Previous wording

Lower production at the Pinjarra refinery due to continued instability following Cyclone Narelle in late March 2026

Current wording

Lower production at the Pinjarra refinery due to operational instability from late March 2026 through July 2026

Previous wording

Lower average realized price of $146 per metric ton principally driven by a lower average API

Current wording

Lower average realized price of $105 per metric ton principally driven by a lower average API

Previous wording

Forward Look. For the third quarter of 2026 in comparison to the second quarter of 2026, the Alumina segment expects favorable production costs related to the recovery of stability at the Pinjarra refinery and lower energy prices, primarily diesel and fuel oil, to be partially offset by planned maintenance in Brazil.

Current wording

Improved production costs, primarily related to the recovery of stability at the Pinjarra refinery

Previous wording

The Company has decreased its 2026 projection for alumina production to range between 9.5 and 9.6 million metric tons, a reduction of between 0.2 and 0.3 million metric tons from the prior projection. The Company has also decreased its 2026 projection for alumina shipments to range between 11.5 and 11.6 million metric tons, a reduction of between 0.3 and 0.4 million metric tons from the prior projection. The reductions are due to lower production at the Pinjarra refinery related to instability experienced primarily in the second quarter of 2026. The overall difference between production and shipments reflects trading volumes and externally sourced alumina to fulfill customer contracts.

Current wording

Alcoa expects total 2026 Alumina segment production and shipments to remain unchanged from its prior projection, ranging between 9.5 and 9.6 million metric tons and between 11.5 and 11.6 million metric tons, respectively. The difference between production and shipments reflects trading volumes and externally sourced alumina to fulfill customer contracts.

Previous wording

Business Update. In the second quarter of 2026, the Aluminum segment experienced record Segment Adjusted EBITDA of $1,073 and Segment Adjusted EBITDA as a percentage of sales of 32 percent. Aluminum prices increased sequentially with LME prices on a 15-day lag averaging $3,585 per metric ton in the second quarter of 2026. Additionally, the average Midwest premium increased 10 percent and the average Rotterdam premium increased 47 percent sequentially.

Current wording

Business Update. Aluminum prices decreased sequentially with LME prices on a 15-day lag averaging $3,228 per metric ton in the third quarter of 2026.

Previous wording

During the second quarter of 2026, the Company continued to progress the restart of the Alumar (Brazil) smelter. The site was operating at approximately 93 percent of the site’s total annual capacity of 268 kmt (Alcoa share) as of June 30, 2026.

Current wording

During the third quarter of 2026, the Company completed the restart of the Alumar (Brazil) smelter after the continued progress in the second quarter of 2026. The total annual capacity of the site is 268 kmt (Alcoa share).

Previous wording

Completion of the San Ciprián smelter restart, continued progress on the Alumar smelter restart, and completion of capacity restarts at the Lista (Norway) and Portland (Australia) smelters

Current wording

Completion of capacity restarts at the Portland (Australia) and Lista (Norway) smelters in the second quarter of 2026 and completion of the Alumar smelter restart in the third quarter of 2026

Showing the first 40 of 68 pairs. Open the source sections for the rest.

Rearranged current paragraphs (7)

Current report — wording carried from elsewhere

Lower average realized price of aluminum

Current report — wording carried from elsewhere

Higher average realized price of alumina

Current report — wording carried from elsewhere

Higher amortization in Australia and Brazil for mine development costs

Current report — wording carried from elsewhere

The increase to tax expense of $18 is primarily attributable to an overall increase in income in jurisdictions where taxes are paid and the impact of the annualized effective tax rate when applied to current period earnings.

Current report — wording carried from elsewhere

Higher shipments of alumina primarily due to higher production

Current report — wording carried from elsewhere

Higher alumina shipments primarily due to smelter capacity restarts

Current report — wording carried from elsewhere

Unfavorable raw material costs primarily on higher market prices for carbon materials and higher average alumina input costs
Rearranged previous paragraphs (13)

Previous report — wording carried elsewhere

The Transaction utilizes a locked box mechanism under which the purchase price is based on AliGroup’s financial position as of March 31, 2026 (the Locked Box Date), and Alcoa is entitled to the economic benefits and risks of ownership from the Locked Box Date through the closing date. Customary protections apply to prevent leakage of value from AliGroup between the Locked Box Date and the closing date, subject to customary exceptions for permitted leakage.

Previous report — wording carried elsewhere

Unfavorable mark-to-market results on derivative instruments

Previous report — wording carried elsewhere

Higher costs associated with the restart of the San Ciprián (Spain) smelter

Previous report — wording carried elsewhere

Higher average realized price of aluminum

Previous report — wording carried elsewhere

Tariffs on U.S. imports of aluminum from Canada

Previous report — wording carried elsewhere

Higher costs associated with the restart of the San Ciprián smelter

Previous report — wording carried elsewhere

Higher depreciation in Brazil for mine reclamation and bauxite residue storage asset retirement obligations

Previous report — wording carried elsewhere

Absence of insurance claim settlement recognized in the first quarter of 2026

Previous report — wording carried elsewhere

$5 charge for take-or-pay power contract costs at previously closed sites

Previous report — wording carried elsewhere

The increase in tax expense of $25 is primarily attributable to a valuation allowance of $22 recorded against certain deferred tax assets of a wholly-owned subsidiary in Canada during the first quarter of 2026.

Previous report — wording carried elsewhere

Higher energy prices, primarily fuel oil and diesel, associated with the Middle East conflict

Previous report — wording carried elsewhere

Higher average realized price of $1,327 per metric ton driven by a higher average LME (on a 15-day lag) and higher regional premiums, particularly the Midwest premium (United States and Canada) which rose by an average of 179 percent and the Rotterdam premium (Europe) which rose by an average of 102 percent

Previous report — wording carried elsewhere

Higher costs associated with the restart of the San Ciprián smelter