Amcor (AMCR) 10-K risk factor changes: FY2024 vs FY2023

In addition, [removed: acts of war] [added: geopolitical tensions, wars,] and terrorism can impact local demand for our products.

Although we have been largely successful in [removed: retaining] [added: maintaining] customer relationships in the past, there is no assurance that existing customer relationships will be renewed at existing volume, product mix, or price levels, or at all.

Customers with operations subject to physical risks, including those caused by [added: natural disasters and adverse weather conditions related to] climate change, may relocate production to less affected areas, which could be beyond the range of Amcor's production sites.

While we have generally been successful in managing customer consolidations, increased pricing pressures from our customers could have a material adverse effect on our results of [removed: operations.][added: operations or cash flows.]

Additionally, our competitors may develop [added: or utilize] disruptive technologies or other technological innovations that could increase their ability to compete for our current or potential customers.

[removed: We cannot guarantee that] [added: Our failure to adequately respond to] the actions [removed: of] [added: that] established or potential competitors [removed: will not] [added: take could] materially [removed: adversely] affect our ability to implement our plans and [added: materially adversely affect] our business, financial condition, results of operations, or cash flows.

Expanding Our Current Business — We may be unable to expand our current business effectively through [removed: either] organic growth, including product innovation, investments, or acquisitions.

Additionally, [removed: over the past decade,] we have pursued growth through acquisitions, and there can be no assurance that we will be able to identify suitable acquisition targets in the right geographic regions and with the right participation strategy in the future, or to complete such acquisitions on acceptable terms or at all.

We have also invested in companies [added: in] which we do not [removed: control through our corporate venturing function.][added: exercise control.]

Our investment partners or other parties that hold the remaining ownership interests in companies [added: that] we do not control may not have interests that are aligned with our goals.

Global Economic Conditions — Challenging [removed: current and future] global economic conditions, [removed: including the Russia-Ukraine conflict and inflation,] have had, and may continue to have, a negative impact on our business operations and financial results.

[removed: Current] [added: Recent] global economic challenges, including the [removed: Russia-Ukraine] conflict [added: between Russia] and [added: Ukraine, the Middle East conflict, increasing tensions between China and Taiwan, and] relatively high [removed: inflation,] [added: inflation and interest rates,] may continue to put pressure on our business.

[removed: Future] [added: Current and future] unrest in [removed: other] regions where we operate, and political [removed: developments] [added: developments,] could have a material impact on our financial condition.

When challenging economic conditions exist, our customers may delay, decrease, or cancel purchases from us, and may also delay [removed: payment] [added: payments] or fail to pay us altogether.

Suppliers may [added: also] have [removed: difficulty] [added: difficulties] filling our orders and we may have [removed: difficulty] [added: difficulties] getting our products to customers, which may affect our ability to meet customer demands and result in a loss of business.

In addition, there could be a time lag between recognizing the benefit of our mitigating actions and the impact of inflation and there is no guarantee that our mitigating measures will fully offset the [removed: impact] [added: impacts] of inflation.

In fiscal year [removed: 2023,] [added: 2024,] approximately [removed: 74%] [added: 73%] of our sales revenue came from developed markets and [removed: 26%] [added: 27%] came from emerging markets.

In addition, many countries where we have operations, including Argentina, Brazil, China, Colombia, India, and Peru, have [removed: developing] legal, regulatory, or political systems, that are dynamic and subject to change.

- trade restrictions, [added: sanctions,] and quotas;

- difficulties associated with [added: nationalization or expropriation of assets, or] expatriating or repatriating cash generated or held abroad; and

Continued escalation of geopolitical [removed: tensions related to] [added: tensions, including] the conflict [added: in the Middle East and tensions between China and Taiwan,] could result in the loss of property, supply chain disruptions, significant inflationary pressure on raw material prices and [removed: cost and supply of] other resources (such as energy and natural gas), fluctuations in our customers’ buying patterns given regional shortages of food ingredients and other factors, credit and capital market disruption which could impact our ability to obtain financing, increase in interest rates, and adverse foreign exchange impacts.

Our international operations involve limited sales to entities located in countries subject to economic sanctions administered by the U.S. Office of Foreign Assets Control, the U.S. Department of State, and [removed: Trade] [added: the U.S. Department of Commerce] and other applicable national and supranational organizations (collectively, "Sanctions").

Raw Materials — Price fluctuations or shortages in the availability of raw materials, [removed: energy] [added: energy,] and other inputs could adversely affect our business.

All of the raw materials we use are purchased from third parties, and our primary inputs include polymer resins and films, paper, inks, solvents, [removed: adhesive,] [added: adhesives,] aluminum, and chemicals.

Prices for these raw materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions (including inflation), currency and commodity price fluctuations, resource availability and other supply chain challenges, transportation costs, geopolitical risks (including [removed: war such as] the [removed: Russia-Ukraine conflict),] [added: conflicts between Russia and Ukraine, and in the Middle East),] pandemics and other health crises, an increase in the demand for products manufactured from recycled materials, weather conditions and natural disasters, [added: environmental regulations related to] greenhouse gas [removed: emissions] [added: emissions, biodiversity] and [removed: other sustainability related] [added: deforestation, human rights due diligence] regulations, and other factors impacting supply and demand pressures.

Additionally, changes in international trade [removed: policy] [added: policies] in the countries in which we operate could materially impact the cost and supply of raw materials as duties are assessed on raw materials used in our production process and the global supply of key raw materials is disrupted.

While we have largely been able to successfully manage through [removed: these] [added: any] supply disruptions and related price [removed: volatility,] [added: volatility in the past,] there is no assurance that we will be able to successfully navigate [removed: ongoing and] [added: any] future disruptions.

We face a number of commercial risks, including (i) operational disruption, such as mechanical or technological [removed: failures or forced closures] [added: failures, disruptions] due to [removed: war (such as the Russia-Ukraine conflict)] [added: natural disasters, geopolitical conflicts,] or health crises, each of which could lead to production loss and/or increased costs, (ii) shortages in manufacturing inputs due to the loss of key suppliers or their inability to supply inputs, and (iii) risks associated with development projects (such as cost overruns and delays).

Supply or workforce shortages, fluctuations in freight costs, limitations on shipping capacity, or other disruptions in our supply chain, including sourcing materials from a single supplier or those that may occur related to [removed: war,] [added: wars, geopolitical tensions,] natural disasters, [removed: or] health crises, [added: or new regulations,] could affect our ability to obtain timely delivery of raw materials, equipment, and other supplies, and in turn, adversely impact our ability to supply products to our customers.

Additionally, [added: severe weather events and other adverse effects of] climate change could have negative effects on agricultural productivity, leading customers to face both availability and price challenges with agricultural commodities, which may impact the demand for our products.

For example, in fiscal year 2023, adverse weather conditions in the United States reduced cattle herds, leading to a rise in meat prices, which ultimately contributed to lower meat packaging sales [removed: volumes.][added: volumes which continued in the first half of fiscal year 2024.]

[removed: We cannot predict the] [added: The] potential magnitude of these commercial risks on our business, financial condition, results of operations, or cash [removed: flows.][added: flows could be material.]

Such risks are exacerbated in times of economic [removed: volatility (such as economic volatility caused by the Russia-Ukraine conflict),] [added: volatility,] either globally or in the geographies and industries in which our [removed: customers] [added: customers, suppliers, or financial institutions] operate.

If a counterparty defaults on [removed: a] [added: its] payment obligation to us, we may be unable to collect the amounts owed, and some or all of these outstanding amounts may need to be written off.

If a counterparty becomes insolvent or is otherwise unable to meet its obligations in connection with a particular project, we may need to find a [removed: replacement to fulfill that party’s obligations or, alternatively, fulfill those obligations ourselves, which is]

Our business and financial results may be negatively impacted by outbreaks of contagious [removed: diseases, including COVID-19.][added: diseases.]

Health crises have [added: resulted] in the past and could in the future result in supply chain disruptions due to the temporary closure of our facilities, the facilities of our suppliers, or other suppliers in our supply chain, the shut-down of customers’ operations, volatility in raw material costs, and labor shortages and may have broader global economic or geopolitical implications.

[removed: Attracting] [added: Attracting, Motivating,] and Retaining Skilled [removed: Workforce] [added: Workforce and Managing Key Transitions] — If we are unable to [removed: attract] [added: attract, motivate,] and retain our global executive management team and our [added: other] skilled workforce, [added: and manage key transitions,] we may be adversely affected.

Our continued success depends on our ability to identify, attract, [added: motivate,] develop, and retain skilled and diverse personnel in our global executive management team and our operations.

[removed: However, any] [added: Any] failure to successfully transition key [removed: new hires and retain our skilled personnel in our global executive management team and in any of our operations] [added: roles] could impact our ability to execute on our strategic plans, make it difficult to meet our performance objectives, and be disruptive to our business.

Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including changes in economic environment and regulations.

We have incurred losses in our equity method investments in the past, and the recognition of our proportionate share of our investees' results in the future could adversely affect our results of operations.

In addition, our equity method investments are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of our investment is not recoverable.

If we determine that an investment is other-than-temporarily impaired, the resulting impairment charge could adversely affect our results of operations.

For example, during the first half of fiscal year 2024, our net sales were impacted by volume declines primarily attributed to destocking and lower consumer demand.

For example, energy prices have fluctuated significantly in the past few years and may fluctuate in the future which could negatively impact our results of operations.

For example, in fiscal year 2024, the U.S. government assessed retroactive duties on a small number of our aluminum imports into the U.S. where it was determined that the rollstock originated from China.

The introduction of new duties, tariffs, quotas, or other similar trade restrictions may have a negative impact on our business, financial condition, results of operations, or cash flows.

replacement to fulfill that party’s obligations or, alternatively, fulfill those obligations ourselves, which may be more expensive.

In addition, any major animal disease outbreak could adversely impact the demand for our packaging.

In March 2024, we announced the retirement of our Chief Executive Officer Ron Delia and the appointment of Peter Konieczny as our Interim Chief Executive Officer.

Our Board of Directors has launched a search process for a permanent Chief Executive Officer.

In addition, there is no assurance that our Board of Directors will be successful in finding a permanent Chief Executive Officer in a timely manner which may create additional uncertainty among our employees, customers, suppliers, lenders, and investors, and which could negatively impact our business, financial condition, results of operations, cash flows, and share price.

Renewal of collective bargaining agreements could also result in higher wages or benefits paid.

our results of operations.

Emerging artificial intelligence technologies may intensify these cybersecurity risks.

Further, as cybersecurity threats continue to evolve, we may be required to make significant investments to modify or enhance our systems to improve our ability to respond and recover.

destruction, or catastrophic events.

Infrastructure changes, including migration to new data centers or cloud solutions, updates or patches to our core software infrastructure, and changes in our data processing pipelines could lead to significant business disruptions due to human error in our deployment processes or third-party software errors.

Increased indebtedness could have significant consequences for our business and any investment in our securities, including increasing our vulnerability to adverse economic, industry or competitive developments; requiring more of our cash flows from operations to be used to pay principal and interest on our indebtedness, thus limiting our cash flows available to fund our operations, capital expenditures and other future business opportunities or the return of cash to our shareholders.

Additionally, conditions in financial markets could affect financial institutions with which we have relationships and could result in adverse effects on our ability to utilize fully our committed borrowing facilities.

For example, a lender under the senior secured credit facilities may be unwilling or unable to fund a borrowing request, and we may not be able to replace such lender.

While we have not experienced a significant financial impact from the negative outlook assigned by one credit rating agency, there is no assurance it will not have a significant impact in the future.

Our desire to maintain the Company's investment grade rating may also cause us to take certain actions designed to improve our cash flow, including sale of assets, suspension or reduction of our dividend, or share buybacks, and reductions in capital expenditures and working capital.

In order to dampen inflation, central banks around the world, including the U.S. Federal Reserve and the European Central Bank, have continued to maintain higher interest rates in fiscal year 2024 and this directly impacted and will continue to impact the amount of interest we pay on our variable rate obligations.

Furthermore, sustained or continued increases in interest

For example, in December 2023, Argentina's government devalued the Argentine peso relative to the U.S. dollar by approximately 55% following the election of a new President which adversely impacted the results and operations of our businesses in Argentina.

Ltd., which is located in Singapore.

licenses on reasonable terms or at all.

We may be exposed to litigation related to the environmental, health, and human rights impacts of our operations, products, and sourcing activities, as well as our external communications related to such topics.

Moreover, not all of our competitors establish, or will be legally required to establish, climate or other ESG sustainability targets and goals at levels comparable to ours, which could result in competitors having lower supply chain, operating or compliance costs as well as reduced reputational and legal risks associated with not meeting such goals.

Numerous ESG-related legislative and regulatory initiatives, including those related to our products, operations, and sourcing activities, have been passed and are likely to continue to be introduced in the various jurisdictions in which we operate.

These new ESG-related regulations are evolving rapidly, and the regulations being enacted are often not harmonized across the jurisdictions in which we operate, increasing the complexity and cost of compliance and exposing us to increased legal risks associated with compliance.

Our failure to comply with ESG regulatory reporting requirements could result in fines, loss of reputation, and other negative impacts which could be material and the cost of compliance may negatively impact our business, financial condition, and results of operations.

For example, governmental authorities in the U.S., Europe and in other countries have become increasingly focused on the contamination of soil, air, and water exacerbated by the use of non-degradable chemicals, including per- and polyfluoroalkyl substances ("PFAS").

Various U.S. states have implemented, or are in the process of implementing, laws to restrict the use of PFAS in various applications, including in

packaging materials.

While we believe we are in compliance with existing regulations, the cost of compliance in the future to modify our products may be significant and adversely impact our financial position, results of operations, and cash flows.

Increased social legislation or regulation, including requirements related to human rights due diligence and modern slavery reporting, could result in increased costs of compliance resulting from enhanced efforts to assess and remediate potential human rights risk across our global operations and supply chain.

Gaps in our ability to identify potential human rights violations could lead to negative publicity or loss of business.

Changes in Consumer Demand — We are exposed to changes in consumer demand patterns and customer requirements in numerous industries.

For example, in advance of the Russia-Ukraine conflict, we proactively suspended operations at our small manufacturing site in Ukraine.

We also operated three manufacturing facilities in Russia ("Russian business") until their sale on December 23, 2022.

We are investing $110 million to $130 million of the sale proceeds from the Russian business in various cost saving initiatives to partially offset divested earnings from the Russian business.

For example, in fiscal year 2023, energy prices for oil and natural gas have been volatile in Europe (mainly due to the Russia-Ukraine conflict) and may continue to fluctuate in the future.

For example, in 2018, the U.S. government imposed a 10% tariff on all aluminum imports into the United States from China and in March 2023, the U.S. Department of Commerce preliminarily determined that imports of aluminum from Thailand and South Korea are circumventing the duties on aluminum from China which could result in retroactive duties on purchases for which we are the importer of record which could have an adverse effect on our business, financial condition, results of operations, or cash flows.

likely to be more expensive.

For example, the Chinese government imposed sporadic COVID-19 related lockdowns in the first half of fiscal year 2023, which resulted in lower demand for our products and also impacted global supply chains.

currently provisioned amount.

The effects of climate change and greenhouse gas effects may adversely affect our business.

A number of governmental bodies have introduced, or are contemplating introducing, regulatory changes to address the impacts of climate change, which, where implemented, may have material adverse impacts on our operations or financial results.

Despite our efforts to protect such information and to comply with privacy and data protection laws and

Higher inflation, especially in Europe and the United States, has led central banks to rapidly raise interest rates throughout fiscal year 2023 to dampen inflation.

Furthermore, sustained or continued increases in interest rates could increase the costs of obtaining new debt and refinancing existing fixed rate as well as variable rate indebtedness.

dependent, in part, on prevailing economic and competitive conditions and certain legislative, regulatory, and other factors beyond our control.

"Item 7.

In addition, actions or decisions we have taken or may take, as a consequence of the Russia-Ukraine conflict, may result in legal claims or litigation against us.

See "Item 3.

- Legal Proceedings" of this Annual Report on Form 10-K.

We are working with the SBTi to formalize our science-based targets as part of our plan to achieve net zero.

New government regulations could also result in new or more stringent forms of ESG oversight and disclosures which may result in increased expenditures for environmental controls, new taxes on the products we produce and significantly increase our compliance costs to meet new disclosure requirements, especially if they are inconsistent or fragmented across different jurisdictions.

For example, the Corporate Sustainability Reporting Directive in the European Union and proposed SEC rules on climate-change disclosures may significantly increase our compliance costs.

Numerous legislative and regulatory initiatives have been passed and anticipated in response to concerns about greenhouse gas emissions and climate change.

In addition, changes to environmental, health and safety laws, regulations and standards are made or proposed regularly, and some of the proposals, if adopted, might, directly or indirectly, result in a material reduction in the operating results of one or more of our operating units.

If we fail to comply with these regulatory requirements, our results of operations could be adversely impacted.

In addition, certain tax policy efforts, including any tax law changes resulting from the Organization for Economic Cooperation and Development ("OECD") and the G20's inclusive framework on Base Erosion and Profit Shifting ("BEPS"), could adversely impact our tax rate and subsequent tax expense.

*The following is a discussion and analysis of changes in the results of operations for fiscal year [removed: 2023] [added: 2024] compared to fiscal year [removed: 2022.][added: 2023.]

A discussion and analysis regarding our results of operations for fiscal year [removed: 2022,] [added: 2023,] compared to fiscal year [removed: 2021] [added: 2022] that are not included in this Annual Report on Form 10-K can be [removed: found] [added: found] in Part II, Item 7 of [removed: our] [added: our] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2022,] [added: 2023,] filed with the SEC [removed: on* *August 18, 2022* *and] [added: on August 17, 2023 and] incorporated by reference.*

| [removed: (in] [added: ($ in] millions) | | | | | | [removed: 2023] [added: 2024] | | | | | | [added: 2023] | | | | | | 2022 | | | [removed: | | | | | |]

| Net sales | | | | | | $ | [removed: 14,694] [added: 13,640] | | | | | 100.0 | | % | | | | $ | [removed: 14,544] [added: 14,694] | | | | | 100.0 | | % |

| Cost of sales | | | | | | [removed: (11,969)] [added: (10,928)] | | | | | | [removed: (81.5)] [added: (80.1)] | | | | | | [removed: (11,724)] [added: (11,969)] | | | | | | [removed: (80.6)] [added: (81.5)] | | |

| Gross profit | | | | | | [removed: 2,725] [added: 2,712] | | | | | | [removed: 18.5] [added: 19.9] | | | | | | [removed: 2,820] [added: 2,725] | | | | | | [removed: 19.4] [added: 18.5] | | |

| Selling, general, and administrative expenses | | | | | | [removed: (1,246)] [added: (1,260)] | | | | | | [removed: (8.5)] [added: (9.2)] | | | | | | [removed: (1,284)] [added: (1,246)] | | | | | | [removed: (8.8)] [added: (8.5)] | | |

| Research and development expenses | | | | | | [removed: (101)] [added: (106)] | | | | | | [removed: (0.7)] [added: (0.8)] | | | | | | [removed: (96)] [added: (101)] | | | | | | (0.7) | | |

| Restructuring, impairment, and other related activities, net | | | | | | [removed: 104] [added: (97)] | | | | | | [removed: 0.7] [added: (0.7)] | | | | | | [removed: (234)] [added: 104] | | | | | | [removed: (1.6)] [added: 0.7] | | |

| Other [removed: income,] [added: income/(expenses),] net | | | | | | [removed: 26] [added: (35)] | | | | | | [removed: 0.2] [added: (0.3)] | | | | | | [removed: 33] [added: 26] | | | | | | 0.2 | | |

| Operating income | | | | | | [removed: 1,508] [added: 1,214] | | | | | | [removed: 10.3] [added: 8.9] | | | | | | [removed: 1,239] [added: 1,508] | | | | | | [removed: 8.5] [added: 10.3] | | |

| Interest income | | | | | | [removed: 31] [added: 38] | | | | | | [removed: 0.2] [added: 0.3] | | | | | | [removed: 24] [added: 31] | | | | | | 0.2 | | |

| Interest expense | | | | | | [removed: (290)] [added: (348)] | | | | | | [removed: (2.0)] [added: (2.6)] | | | | | | [removed: (159)] [added: (290)] | | | | | | [removed: (1.1)] [added: (2.0)] | | |

| Other non-operating income, net | | | | | | [removed: 2] [added: 3] | | | | | | — | | | | | | [removed: 11] [added: 2] | | | | | | [removed: 0.1] [added: —] | | |

| Income tax expense | | | | | | [removed: (193)] [added: (163)] | | | | | | [removed: (1.3)] [added: (1.2)] | | | | | | [removed: (300)] [added: (193)] | | | | | | [removed: (2.1)] [added: (1.3)] | | |

| [removed: Net income | | | | | | $] [added: Net income] | [removed: 1,058] | | | | | [removed: 7.2] [added: 740] | | [removed: %] | | | | [removed: $] [added: 1,058] | [removed: 815] | | | | | [removed: 5.6] [added: 815] | | [removed: %] |

| Net income attributable to Amcor plc | | | | | | $ | [removed: 1,048] [added: 730] | | | | | [removed: 7.1] [added: 5.4] | | % | | | | $ | [removed: 805] [added: 1,048] | | | | | [removed: 5.5] [added: 7.1] | | % |

Amcor is a global leader in developing and producing responsible packaging [added: solutions across a variety of materials] for food, beverage, pharmaceutical, medical, home and personal-care, and other products.

We work with leading companies around the world to protect [removed: their products and the people who rely on them,] [added: products,] differentiate brands, and improve supply [removed: chains through a range of flexible and rigid packaging, specialty cartons, closures, and services.][added: chains.]

We are focused on making packaging that is increasingly [removed: light-weighted, recyclable and] [added: recyclable,] reusable, [added: lighter weight,] and made using an increasing amount of recycled content.

[removed: During] [added: In] fiscal year [removed: 2023,] [added: 2024, 41,000] Amcor [added: people] generated [removed: $14.7] [added: $13.6] billion in [added: annual] sales from operations that [removed: spanned 218] [added: span 212] locations in [removed: over] 40 countries.

[removed: In addition, higher] [added: Higher] inflation, especially in Europe and the United [removed: States,] [added: States over the last two fiscal years,] has led central banks to rapidly raise interest rates to dampen inflation which [removed: results] [added: has resulted] in higher interest expense on our variable rate [removed: debt] [added: debt,] particularly [added: on] U.S. dollar and Euro denominated debt.

We expect total Plan cash and non-cash net expenses [added: to total approximately $220 million,] of [removed: $200] [added: which approximately $130] million [added: is expected] to [removed: $220 million.][added: result in net cash expenditures.]

Of the remaining cash received from the sale of the Russian business, we allocated $100 million to repurchase [removed: additional] shares and the remainder was used to reduce debt.

[removed: As] [added: From the initiation] of [added: the Plan through] June 30, [removed: 2023,] [added: 2024,] we have incurred [removed: $65] [added: $82] million in employee related expenses, [removed: $13] [added: $31] million in fixed asset related expenses, [removed: $10] [added: $47] million in other restructuring expenses, and [removed: $6] [added: $21] million in restructuring related expenses.

To date, the Plan has resulted in approximately [removed: $25] [added: $70] million of [added: net] cash outflows.

For further information, refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," [removed: Note 6, "Held for Sale,"] and Note [removed: 7,] [added: 6,] "Restructuring" of "Part II, Item 8, Notes to Consolidated Financial Statements."

[removed: In] [added: (5)Property and other losses, net in] fiscal [removed: years] [added: year] 2023 [added: includes property claims] and [removed: 2022, we recorded total expenses] [added: losses] of [removed: $55] [added: $5] million [removed: before insurance settlements, primarily related to inventory, property,] and [removed: equipment losses from the fire and other expenses] [added: $3 million of net insurance recovery] related to the [removed: fire and] closure of our South African business.

Highly inflationary accounting resulted in a negative impact of [removed: $24] [added: $53] million and [removed: $16] [added: $24] million in foreign currency transaction losses that were reflected in the consolidated statements of income for the fiscal years ended June 30, [removed: 2023,] [added: 2024,] and [removed: 2022,] [added: 2023,] respectively.

| ($ in millions, except per share data) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |

| Net sales | | | | | | $ | [removed: 14,694] [added: 13,640] | | | | | $ | [removed: 14,544] [added: 14,694] | |

| Operating income | | | | | | [removed: 1,508] [added: 1,214] | | | | | | [removed: 1,239] [added: 1,508] | | |

| Operating income as a percentage of net sales | | | | | | [removed: 10.3] [added: 8.9] | | % | | | | [removed: 8.5] [added: 10.3] | | % |

| Net income attributable to Amcor [removed: plc] [added: plc, as reported] | | | | | | $ | [added: 730 | | | | | $ |] 1,048 | | | | | $ | 805 | |

| Diluted Earnings Per Share | | | | | | $ | [removed: 0.705] [added: 0.505] | | | | | $ | [removed: 0.529] [added: 0.705] | |

Net sales [removed: increased] [added: decreased] by [removed: $150] [added: $1,054] million, or [removed: 1%,] [added: 7%,] in fiscal year [removed: 2023,] [added: 2024,] compared to fiscal year [removed: 2022.][added: 2023.]

Excluding the [removed: pass-through of raw material costs of $776 million, negative] [added: positive] currency impacts of [removed: $426 million,] [added: $30 million] and the negative impact [added: from the pass-through] of [removed: disposed and ceased operations] [added: lower raw material costs] of [removed: $207] [added: approximately $40] million, the remaining variation in net sales for [removed: the] fiscal year [removed: 2023] [added: 2024] was [removed: an increase] [added: a decrease] of [removed: $7] [added: approximately $225] million, or [removed: 0%,] [added: 6%,] reflecting [removed: price/mix benefits of 3% and] unfavorable volumes of [removed: (3%).][added: 8%, partly offset by price/mix benefits of approximately 2%.]

[removed: Net income attributable to Amcor plc increased by $243 million, or 30%, in fiscal year 2023, compared to fiscal year 2022,] [added: The change was] mainly [removed: as] a result of a pre-tax net gain of $215 million on the disposal of the Russian business in fiscal year 2023, [removed: decreased restructuring, impairment, and other related activities, net of $123 million, and a decrease in income tax expense of $107 million,] partially offset by a decrease in [removed: gross profit] [added: restructuring and related expenses, net,] of [removed: $95] [added: $14] million [removed: and an increase] in [removed: net interest expense of $124 million.][added: the current year, primarily related to the 2023 Restructuring Plan.]

Diluted earnings per share ("Diluted EPS") [removed: increased] [added: decreased] by [removed: $0.176,] [added: $0.200,] or [removed: 33%,] [added: 28%,] in fiscal year [removed: 2023,] [added: 2024,] compared to fiscal year [removed: 2022,] [added: 2023,] with [added: the] net income attributable to ordinary shareholders [removed: increasing] [added: of Amcor plc decreasing] by 30% [added: due to the above items] and the diluted weighted-average number of shares outstanding decreasing by [removed: 3%.][added: 2% in fiscal year 2024, compared to fiscal year 2023.]

The decrease in the diluted weighted-average number of shares outstanding was [added: largely] due to the repurchase of shares under [added: previously] announced share buyback programs.

| Income before income taxes and equity in loss of affiliated companies | | | | | | 907 | | | | | | 6.6 | | | | | | 1,251 | | | | | | 8.5 | | |

| Equity in loss of affiliated companies, net of tax | | | | | | (4) | | | | | | — | | | | | | — | | | | | | — | | |

| Net income | | | | | | $ | 740 | | | | | 5.4 | | % | | | | $ | 1,058 | | | | | 7.2 | | % |

We offer a range of innovative, differentiating flexible and rigid packaging, specialty cartons, closures and services.

After experiencing more challenging market conditions in calendar year 2023 which impacted both fiscal year 2023 and fiscal year 2024 with softer consumer and customer demand and increased destocking, customer volume trajectory sequentially improved in the second half of fiscal year 2024 with a return to volume growth in the fourth quarter of fiscal year 2024.

The improvement in the second half of fiscal year 2024 is attributed primarily to the abatement of destocking across many end markets and higher customer demand in parts of our business.

While we continue to be impacted by softer consumer demand and customer order volatility in certain markets, and higher inflation in certain areas, such as labor costs, we have flexed our cost base to adjust to market conditions.

The underlying causes for the market volatility experienced can be attributed to a variety of factors, such as geopolitical tension and conflicts, higher inflation in many economies impacting consumption and consumer demand, and customer destocking following a period of supply chain constraints.

In this context, we have remained focused on taking price and cost actions to offset inflation, aligning our cost base with market dynamics, and managing working capital.

Following the governmental election in the second quarter of fiscal year 2024, Argentina devalued the Argentine Peso by approximately 55% against the U.S. dollar and the Argentine peso has since been relatively stable against the U.S. dollar.

Our operations in Argentina represented approximately 2% of our consolidated net sales and annual adjusted earnings before interest and tax in the last two fiscal years.

Net income attributable to Amcor plc decreased by $318 million, or 30%, in fiscal year 2024, compared to fiscal year 2023.

This stems from unfavorable sales volumes of 4%, mainly reflecting lower market and customer demand and destocking most notably within the first half of the year, and unfavorable price/mix impact of 2%.

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

The decrease was primarily driven by the impact of the disposed Russian business and lower volumes.

Gross profit as a percentage of sales increased to 19.9% for fiscal year 2024, driven by an improvement in operating cost performance.

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

SG&A increased by $14 million, or 1%, in fiscal year 2024, compared to fiscal year 2023.

The increase was primarily driven by the unfavorable impact of foreign currency translation of $15 million.

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

Consolidated Other Income/(Expenses), Net

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

| Other income/(expenses), net | | | | | | $ | (35) | | | | | $ | 26 | |

| Other income/(expenses), net as a percentage of net sales | | | | | | (0.3) | | % | | | | 0.2 | | % |

Other income/(expenses), net changed by $61 million, in fiscal year 2024, compared to fiscal year 2023, primarily from the $53 million adverse impact on monetary balances from highly inflationary accounting in Argentina.

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

| ($ in millions) | | | | | | 2024 | | | | | | 2023 | | |

The higher effective tax rate for fiscal year 2024 is largely attributable to the non-taxable gain on the disposal of the Russian business in the comparative period.

| Add/(Less): Restructuring and other related activities, net (6) | | | | | | 97 | | | | | | (90) | | | | | | 200 | | |

| Add: CEO transition costs (7) | | | | | | 8 | | | | | | — | | | | | | — | | |

(6)Restructuring and other related activities, net in fiscal year 2024 primarily includes costs incurred in connection with the 2023 Restructuring Plan.

(7)CEO transition costs primarily reflect accelerated compensation, including share-based compensation, granted to our former Chief Executive Officer who retired from that role in April 2024, and other transition related expenses.

(8)Other in fiscal year 2024 includes fair value losses of $16 million on economic hedges, retroactive foil duties, certain litigation reserve adjustments, and pension settlements, partially offset by changes in contingent purchase consideration.

Fiscal year 2022 includes costs associated with the Bemis transaction and pension settlement expenses of $8 million.

- €500 million, 3.950% Guaranteed Senior Notes due 2032 of Amcor UK Finance plc

- $500 million, 5.450% Guaranteed Senior Notes due 2029 of Amcor Group Finance plc

The two notes issued by Amcor UK Finance plc are guaranteed by its parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North America, Inc., Amcor Finance (USA), Inc., and Amcor Group Finance plc.

The note issued by Amcor Group Finance plc is guaranteed by its ultimate parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor Flexibles North America, Inc., and Amcor UK Finance plc.

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Income before income taxes | | | | | | 1,251 | | | | | | 8.5 | | | | | | 1,115 | | | | | | 7.7 | | |

During fiscal year 2023, we have continued to experience intermittent supply shortages and price volatility of certain resins and raw materials as a result of market dynamics, especially in the first half of fiscal year 2023, and higher rates of inflation impacting energy, fuel, and labor costs.

The underlying causes for the continued volatility can be attributed to a variety of factors, such as the Russia-Ukraine conflict and higher inflation in many economies, which has resulted in increased volatility in energy and food markets and impacted global economies.

This has led to reduced consumer demand for certain of our products and customer destocking in fiscal year 2023.

We will continue to work closely with our suppliers and customers, leveraging our global capabilities and expertise to work through supply chain disruptions and other resulting issues.

In addition, we are focused on driving costs out of our business in this challenging environment and recovering higher raw material costs to help mitigate inflation.

However, there could be a time lag between recognizing the benefit of our mitigating actions and when the inflation occurs, and there is no assurance that measures taken will be able to fully mitigate the impact of ongoing inflation.

While we expect customer destocking to abate in the short-term and consumer demand to improve incrementally throughout fiscal year 2024, there is no assurance that demand will rebound.

In connection with the 2023 Restructuring Plan, we initiated in fiscal year 2023 restructuring and related projects with an expected net cost of approximately $150 million, of which approximately $80 million is expected to result in net cash expenditures.

Impact of COVID-19

There are currently no significant COVID-19 related restrictions on our business, with China relaxing controls and eliminating lockdowns in December 2022.

Lockdowns and related impacts, including the unwinding of lockdowns, impacted demand for our products in China in fiscal year 2023.

Throughout the COVID-19 pandemic, our facilities were largely exempt from government mandated closure orders.

The impact of any future pandemics or regional health crises on our business will depend on the extent and nature of any future disruptions across the supply chain, the implementation of social distancing measures and other government-imposed restrictions, as well as the nature and pace of macroeconomic recovery in key global economies.

South Africa Fire

On July 13, 2021, our Durban, South Africa, manufacturing facility was destroyed by fire associated with general civil unrest.

The facility employed 350 individuals and no employees were injured as the facility had been closed in advance of the disturbance.

We had insurance for the majority of property and other losses resulting from the fire and received total gross insurance settlements of $46 million in fiscal years 2023 and 2022.

2019 Bemis Integration Plan

In connection with the acquisition of Bemis Company, Inc. ("Bemis"), we initiated restructuring activities in the fourth quarter of 2019 aimed at integrating and optimizing the combined organization.

We have exceeded the targeted pre-tax synergies of $180 million by approximately 10% driven by procurement, supply chain, and general and administrative savings as of June 30, 2022.

The 2019 Bemis Integration Plan was completed by June 30, 2022, with final pre-tax integration cost amounting to $253 million.

The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and $40 million of general integration expenses.

The net cash expenditures for the plan, including disposal proceeds, were $170 million, of which $40 million related to general integration expenses.

As part of this Plan, we incurred $144 million in employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring and $45 million in restructuring related expenses, partially offset by a gain on disposal of a business of $51 million.

In fiscal year 2022, the Plan resulted in net cash outflows of $49 million, of which $47 million were payments related to restructuring and related expenditures.

The remaining cash outflow was primarily incurred in fiscal year 2023.

for the fiscal year 2023 was a decrease of $91 million, or (3%), reflecting price/mix benefits of approximately 1%, offset by unfavorable volumes (4%).

Excluding negative currency impacts of $78 million, the negative impact from disposed and ceased operations of $73 million, the remaining variation in gross profit for fiscal year 2023 was an increase of $56 million, reflecting favorable operating cost performance.

Gross profit as a percentage of sales decreased to 18.5% in fiscal year 2023, mainly from the impact on the calculation from the pass-through of higher raw material costs during the current fiscal period and the impact of disposed operations.

SG&A decreased by $38 million, or 3%, in fiscal year 2023, compared to fiscal year 2022.

The decrease was primarily driven by exchange rate movements.

The decrease was predominantly attributable to a decrease in tax provisions for uncertain tax positions and a non-taxable capital gain on the sale of the Russian business.

| Net income | | | | | | 1,058 | | | | | | 815 | | | | | | 951 | | |

| Add: Pension settlements (4) | | | | | | 5 | | | | | | 8 | | | | | | — | | |

| Add/(Less): Russia-Ukraine conflict impacts (7) | | | | | | (90) | | | | | | 200 | | | | | | — | | |

(4)Pension settlements in fiscal year 2023 primarily includes the settlement of a small European plan and in fiscal year 2022 the purchase of group annuity contracts and transfer of pension plan assets and related benefit obligations.

Refer to Note 11, "Fair Value Measurements," for more information.

Fiscal year 2021 includes the gain realized upon the disposal of AMVIG and the loss upon disposal of other non-core businesses not part of material restructuring programs.

From time to time, we enter into various derivative financial instruments, such as foreign exchange contracts, commodity fixed price swaps (on behalf of customers), [added: cross currency swaps,] and interest rate swaps to manage these risks.

There have been no material changes in the risks described below, other than increased [added: inflation and market] volatility [removed: in connection with] [added: attributed to a variety of factors, including] the Russia-Ukraine [removed: conflict and the COVID-19 pandemic, for] [added: conflict, in] fiscal years [removed: 2023 and 2022, related to interest rate risk, foreign exchange risk, raw material and commodity price risk,] [added: 2024] and [removed: credit risk.][added: 2023.]

Our policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global interest rates and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates through the use of various interest rate derivative instruments including, but not limited to, interest rate swaps, [removed: cross-currency] [added: cross currency] interest rate swaps, and interest rate locks.

[removed: An] [added: A hypothetical but reasonably possible] increase of 1% in the floating rate on the relevant interest rate yield curve applicable to both derivative and non-derivative instruments denominated in U.S. dollars and Euros, the currencies with the largest interest rate sensitivity, outstanding as of June 30, [removed: 2023,] [added: 2024,] would have resulted in an adverse impact on income before income taxes and equity in [removed: income] [added: loss] of affiliated companies of [removed: $20] [added: $28] million expense for the fiscal year ended June 30, [removed: 2023.][added: 2024.]

For the year ended June 30, [removed: 2023,] [added: 2024,] a hypothetical but reasonably possible adverse change of 1% in the underlying average foreign currency exchange rate for the Euro would have resulted in an adverse impact on our net sales of [removed: $26] [added: $22] million.

During fiscal years [removed: 2023] [added: 2024] and [removed: 2022, 52%] [added: 2023, 51%] and [removed: 49%] [added: 52%] of our net sales, respectively, were effectively generated in U.S. dollar functional currency entities.

During fiscal year [removed: 2023] [added: 2024] and [removed: 2022, 18%] [added: 2023, 16%] and [removed: 17%,] [added: 18%,] respectively, of [added: our] net sales were generated in Euro functional currency entities with the remaining [removed: 30%] [added: 33%] and [removed: 34%] [added: 30%] of net sales, respectively, being generated in entities with functional currencies other than U.S. dollars and Euros.

The primary raw materials for our products are [removed: resins, film, chemicals,] [added: polymer resins] and [removed: aluminum.][added: films, inks, solvents, adhesives, aluminum, and chemicals.]

We have market risk primarily in connection with the pricing of our products and are exposed to commodity price risk from a number of commodities and [removed: certain] other raw materials and energy price risk.

Changes in prices of our primary raw materials may result in a temporary or permanent reduction in income before income taxes and equity in [removed: income] [added: loss] of affiliated companies depending on the level of recovery by material type.

A [added: hypothetical but reasonably possible] 1% increase on average prices for [removed: resins, film, chemicals,] [added: polymer resins] and [added: films, inks, solvents, adhesives,] aluminum, [added: and chemicals,] not passed on to the customer by way of a price adjustment, would have resulted in an increase in cost of sales and hence an adverse impact on income before income taxes and equity in [removed: income] [added: loss] of affiliated companies of [removed: $67] [added: approximately $50] million for fiscal year [removed: 2023.][added: 2024 before any contractual pass-through to selling price.]

As of June 30, [removed: 2023,] [added: 2024,] and [removed: 2022,] [added: 2023,] we did not have a significant concentration of credit risk in relation to derivatives entered into in accordance with our hedging and risk management activities.

Economic and political events in Argentina expose us to heightened levels of foreign currency exchange risks.

Although our functional currency in Argentina is the U.S. dollar, we have net assets and transactions in Argentina that are denominated in pesos.

In fiscal year 2024, the new Argentine government devalued the Argentine peso by approximately 55% against the U.S. dollar which was the primary factor in our recognition of a $53 million loss on monetary balances in this fiscal year.

We are focused on reducing our foreign exchange risk in Argentina, including through utilization of new Argentine government programs to reduce our Argentine peso net assets.

As of June 30, 2024, a hypothetical but reasonably possible 10% devaluation of the Argentine peso against the U.S. dollar would have resulted in an adverse impact on our Argentine peso monetary assets of approximately $5 million.

Our operations in Argentina represented approximately 2% of our consolidated net sales and annual adjusted earnings before interest and tax in the last two fiscal years.

Our history dates back more than 150 years, with origins in both Australia and the [removed: USA.][added: United States of America.]

Today, we are a global leader in developing and producing responsible packaging [added: solutions across a variety of materials] for food, beverage, pharmaceutical, medical, home and personal-care, and other products.

Our [added: global product] innovation [removed: excellence] and [removed: global packaging] [added: sustainability] expertise [removed: enables] [added: enable] us to solve packaging challenges around the world every day, producing [removed: packaging] [added: a range of flexible packaging, rigid packaging, cartons, and closures,] that [removed: is] [added: are] more functional, appealing, and cost effective for our customers and their consumers and importantly, more sustainable for the environment.

Sustainability is [removed: central to] [added: comprehensively embedded across] our business and [added: is] one of our most [added: important and] exciting opportunities for growth.

In January 2018, we became the world’s first packaging company to pledge that all our packaging would be designed to be [removed: recycled,] [added: recyclable,] compostable, or reusable by 2025 and also committed to increasing the amount of recycled [removed: content] [added: materials] we use.

We [removed: are delivering against] [added: continue making progress toward] these commitments and [removed: continue to lead] [added: leading] in the development of a responsible packaging value chain through our innovations and partnerships.

We have identified a clear path to meeting our sustainability ambitions and those of our customers by focusing on the three elements of responsible packaging – product innovation, consumer participation, and [removed: infrastructure development.][added: waste management infrastructure.]

[removed: Differentiated] [added: Differentiated, Responsible Packaging] Solutions

We believe that we are uniquely positioned to offer a variety of packaging solutions with a wide, differentiated portfolio of [removed: products.][added: products enabled by our constant innovation and close partnerships with our customers.]

Our packaging expertise covers all main packaging materials including paper, [removed: metal, plastic,] [added: aluminum, polymer resins,] recycled, and bio-based materials and the sustainable use of recyclable [removed: plastics.][added: materials.]

- A focus on primary packaging for fast-moving consumer [removed: goods,][added: goods and industrial applications,]

[removed: "The] [added: "The] Amcor Way" describes the capabilities deployed consistently across Amcor that enable us to get leverage across our portfolio: Talent, Commercial Excellence, Operational Leadership, Innovation, and Cash and Capital Discipline.

The nature of our consumer and healthcare end markets means [removed: that year-to-year] [added: that, over time,] volatility should be relatively low, measured on a constant currency basis.

[removed: Over time,] [added: Long-term] value creation has been strong and consistent and has reflected a combination of dividends, organic growth in the base business, and using free cash flow to pursue targeted acquisitions and/or returning cash to shareholders via share buybacks.

Refer to Note [removed: 21,] [added: 20,] "Segments," of the notes to consolidated financial statements for financial information about reportable segments.

With approximately 35,000 employees at [removed: 166] [added: 160] significant manufacturing and support facilities in [removed: 37] [added: 36] countries as of June 30, [removed: 2023,] [added: 2024,] the Flexibles Segment is one of the world's largest suppliers of [removed: plastic,] [added: polymer resin,] aluminum, and fiber based flexible packaging.

In fiscal year [removed: 2023,] [added: 2024,] Flexibles accounted for approximately 76% of consolidated net sales.

As of June 30, [removed: 2023,] [added: 2024,] the Rigid Packaging Segment employed approximately 5,000 employees at 52 significant manufacturing and support facilities in 11 countries.

In fiscal year [removed: 2023,] [added: 2024,] Rigid Packaging accounted for approximately 24% of consolidated net sales.

Our sales are made through a variety of distribution channels, but [removed: primarily] [added: predominantly] through our direct sales force.

Sales offices and plants are located [added: primarily] throughout Europe, North America, Latin America, [removed: Africa,] and [added: the] Asia-Pacific regions to provide prompt and economical service to thousands of customers.

Competitors include AptarGroup, Inc., Ball Corporation, Berry Global Group, Inc, CCL Industries Inc., Crown Holdings, Inc., Graphic Packaging Holding Company, Huhtamaki Oyj, International Paper Company, Mayr-Melnhof Karton AG, O-I Glass, Inc., Sealed Air Corporation, Silgan Holdings Inc., [added: and] Sonoco Products Company, and [removed: WestRock Company, and] a variety of privately held companies.

Increases in the price of raw materials are generally able to be passed on to customers [added: including] through contractual price mechanisms over [removed: time and other means.][added: time.]

We manage the risks associated with our supply chain and have generally been able to maintain adequate raw materials through relationship management, inventory [removed: management] [added: management,] and evaluation of alternative sources when practical.

[removed: \-] [added: -] Raw Materials — Price fluctuations or shortages in the availability of raw materials, [removed: energy] [added: energy,] and other inputs could adversely affect our business.”

We are highly regarded for our innovation capabilities and have more than [removed: 1,000] [added: a thousand] active patents, as well as a global network of Innovation Centers focused on bringing advanced packaging technologies and more sustainable material science to our markets around the world.

We solve packaging [removed: challenges,] [added: challenges by] developing differentiated products, services, and processes to protect our customers' products and [removed: fulfil] [added: fulfill] the needs of the consumers who rely on them.

Drawing on [added: our] unrivaled heritage in design, science, and manufacturing, [removed: our more than 1,000] [added: over a thousand Amcor] R&D professionals and engineers are constantly innovating across new materials, formats, functions, and technologies.

[removed: With our] partners, we advocate for sound global design standards, better waste management infrastructure, and higher levels of consumer participation in recycling that will be required to develop a true circular economy for packaging.

We [added: know that our environmental footprint] also [added: extends beyond the products we create and we] strive to [removed: continuously] reduce the environmental impacts of our operations.

For more than a decade, our EnviroAction program has helped us significantly improve how we manage energy, [added: greenhouse gas ("GHG") emissions,] water, and waste in [removed: every one of] our manufacturing locations.

In January 2022, we further increased our [removed: efforts] [added: ambition] by committing to set science-based targets to reduce [removed: greenhouse gas] [added: GHG] emissions and achieve net zero emissions by 2050.

[removed: These] [added: The] new [removed: commitments have been recognized by the Science Based Targets initiative (SBTi) and] [added: targets] build on years of progress under our EnviroAction program.

With our global scale, deep industry experience, and strong capabilities, we believe that we are uniquely positioned to lead the way in the design and development of more sustainable packaging, and this is one of the most important [added: and exciting] growth opportunities for Amcor.

[added: These laws] and [added: regulations pertain to employee health and] safety, the discharge of certain materials into the environment, handling and disposition of waste, cleanup of contaminated soil and ground water, other rules to control pollution and manage natural resources, and other government regulations.

Refer to Note [removed: 20,] [added: 19,] "Contingencies and Legal Proceedings," of the notes to consolidated financial statements for information about legal proceedings.

Historically, cash flow from operations has been lower in the first half of the fiscal year, and higher in the second half of the fiscal year, due to [added: moderate seasonality,] working capital [removed: management] [added: requirements,] and the timing of certain cash payments made in the first half of the year, including incentive compensation.

[removed: \-] [added: -] Business" of this Annual Report on Form 10-K, and to Note 2, "Significant Accounting Policies," of the notes to consolidated financial statements, for further information about our research and development activities, expenditures, and policies.

As of June 30, [removed: 2023,] [added: 2024,] we had approximately 41,000 employees, including part-time and temporary workers, worldwide, with approximately [removed: 30%] [added: 31%] located in North America, [removed: 30%] [added: 29%] located in Europe, [removed: 20%] [added: 21%] located in Latin America, and [removed: 20%] [added: 19%] located in the Asia Pacific region.

Collective bargaining agreements cover approximately [removed: 45%] [added: 43%] of our workforce.

For years, Amcor has been an industry leader in driving progress toward a circular economy for packaging.

In November 2022, we further increased our target for use of recycled materials to 30% by 2030.

For more information, see "Sustainability and Innovation” in this section.

We consider ourselves to be a significant participant in the markets in which we operate.

With our

We submitted our near-term science-based targets in fiscal year 2023, and they were validated by the Science Based Targets initiative in fiscal year 2024.

We also submitted our long-term net-zero science-based targets in fiscal year 2024 and expect they will be validated by the Science Based Targets Initiative in calendar year 2024.

To support our ongoing process toward achieving science-based targets, we have developed a decarbonization strategy which focuses on five key GHG emission levers: renewable electricity, supply chain footprint reduction, recycled materials, product redesign, and operational efficiency.

Our business and operations of each of the reportable segments is subject to moderate seasonality with demand usually increasing towards the end of our fiscal year due to increased demand for beverage and food products in certain markets.

Safety is a core value at Amcor, as well as an integral component in our global Health and Safety programs.

We champion a safe and healthy workplace, establish key accountabilities at all levels of the organization, and aspire to achieve a true culture of care and an injury-free Amcor.

We also have established policies, procedures, and training intended to minimize risks to people, property, and reputation.

Our Total Recordable Incident Rate ("TRIR") which is an annual rate of workplace injuries that we use to track our safety efforts, was 0.27 in fiscal year 2024, an improvement over fiscal year 2023 and reflecting a better performance than the industry average.

Talent Management and Development

We recognize that we grow our business by developing our people and placing people at the center of what we do.

Our HR Strategy aims to create an exceptional employee experience through a range of ongoing initiatives focused on talent.

Supported by our employment value proposition, we also undertake a variety of recruitment strategies to attract top talent.

Our diversity, equity, and inclusion strategy is based on four key pillars:

Talent \- *Supporting the growth and diversification of our talent through mentoring and our hiring practices.*

Under the Talent Pillar, the Amcor Leadership Mentoring Program is ongoing for the second year.

The program aims to develop emerging female talent by connecting them with senior leaders as well as through workshops and networking opportunities.

In addition, we are working towards diversifying our global talent pool by reducing unconscious bias from talent attraction and development through a number of initiatives.

Community - *Promoting our employee resource groups and local grassroots plant initiatives.*

Under the Community Pillar, we have established a global network of DE&I representatives from all business groups and corporate functions to come together, share their experiences, and support the execution of our agenda across Amcor.

The network also shares regular updates with the Global Management Team.

Our Employee Resource Groups are an important part of the Community Pillar that support the DE&I strategy through local initiatives relevant to the countries and regions they are located in.

Awareness and Training \- *Providing more coordination and information around training opportunities.*

Under the Awareness and Training Pillar, our DE&I training calendar provides an overview of opportunities for Amcor colleagues to build knowledge and capabilities, aligning the entire organization on DE&I topics.

Business groups organize these sessions in a variety of formats, including live small-group seminars, large-group webinars, and e-learnings.

Participants also receive supporting materials to better enable post-training reinforcement of learnings, including tips and reflection checks.

Data and Reporting \- *Communicating our work and progress accurately and effectively to internal and external stakeholders.*

Under the Data and Reporting Pillar, progress is measured in a variety of ways, such as through feedback from individuals engaged in DE&I initiatives, community representatives, and members of employee resource groups.

We also receive feedback from across the organization through our engagement survey scores, including scores related to DE&I.

We continue to improve our scores by taking action both regionally and globally.

As of June 30, 2024, 44% of our Board and 27% of our Global Management Team is composed of women.

At Amcor, we believe strongly in engagement being a key driver of performance and we prioritize engagement through various initiatives.

In addition to the annual global engagement survey where we provide all employees an opportunity to share anonymous feedback across a variety of topics, we conduct regular feedback sessions and town halls to gather insights and foster open communication.

Management is focused on continuously improving our employee's engagement and our engagement results help to drive action on various topics globally as well as locally in an effort to continuously improve employee engagement.

| Peter Konieczny (59) | | | | | | Interim Chief Executive Officer | | | | | | 2024 to present | | |

| | | | | | | Chief Commercial Officer | | | | | | 2021 to 2024 | | |

Sustainability

Working daily to embed sustainability deeper into everything we do, Amcor has been a leader in the industry in promoting sustainability.

Our product portfolio is diverse and dynamic due to our constant innovation and close partnerships with our customers.

We invest approximately $100 million every year in our industry-leading research and development capabilities, bringing together the best in packaging design, science, manufacturing, and people.

Our expertise and track record translate across many innovative solutions that customers can explore with ease and convenience to meet their growing packaging needs, while improving environmental impact.

We consider ourselves to be a significant participant in the markets in which we operate; however, due to the diversity of our business, our precise competitive position in these markets is not reasonably determinable.

We believe that our environmental footprint goes well beyond the products we create.

In June 2023, we took the next step forward in our science-based targets journey by submitting our proposed targets to the SBTi for review.

These laws and regulations pertain to employee health

Our business and operations of each of the reportable segments is not seasonal to any material extent.

Safety is a core value at Amcor.

Across every level of our organization, we role model and recognize safe and responsible behavior as we strive to achieve an injury-free Amcor.

Developing Talent

Our approach to talent is guided by the understanding that by creating a truly differentiated, industry-leading pool of talent which can be deployed consistently across our business, we will better enable Amcor’s success.

Learning & Development

We have implemented training and education programs to help our employees progress across functions and experience levels.

In fiscal year 2023, we introduced a new aspect to our Executive Development program ("EDP").

For fiscal year 2023, we selected a handful of the organization's most high potential leaders and kicked off our EDP 2.0 experience where we seek to expand the participants' capabilities.

In each of these programs, we partner with leading academic and executive education institutions from around the world.

Recognizing the importance of the learning journey, our employees can also access our "Masterclass" program which delivers an annual series of executive education briefings on topics of functional excellence and business initiatives.

Our focus

this year has been on Accelerating Growth with showcase presentations from Marketing, R&D, Product Branding, and Innovation Leaders.

Our diversity, equity and inclusion strategy is focused on three main areas: (1) building awareness through training and education to help our leaders be more inclusive, (2) diversifying our global talent pool by removing bias from talent attraction and development, and (3) by sharing best practices and learning across the organization.

Amcor believes that with different perspectives come different solutions that enable us to win for our stakeholders.

We are one global team in which everyone has a voice and can make a difference.

With this in mind, we work to create a team environment that develops inclusive leaders, where we learn from our people, and where listening, trust, and respect are key behaviors that form the foundation of our interactions and foster mutual understanding.

At Amcor, we believe strongly in Engagement being a key driver of performance and so we track the engagement of our employees in every region and across multiple dimensions, including against other global manufacturing companies through engagement surveys.

Our engagement surveys provide employees with an opportunity to share anonymous and confidential feedback on a variety of topics and provide management with insight on areas we can focus on to improve our employees' experience and effect positive change.

| | | | | | | Executive VP, Finance and Chief Financial Officer | | | | | | 2011 to 2015 | | |

| | | | | | | VP and General Manager, Amcor Rigid Packaging Latin America | | | | | | 2008 to 2011 | | |

| Michael Casamento (52) | | | | | | Executive VP, Finance and Chief Financial Officer | | | | | | 2015 to present | | |

Refer to Note [removed: 20,] [added: 19,] "Contingencies and Legal Proceedings," of the notes to consolidated financial statements for information about legal proceedings.

For the fiscal year ended June 30, [removed: 2023][added: 2024]

Commission File [removed: Number 001-38932][added: Number 001-38932]

[removed: ][added: ]

The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed by reference to the closing price of such shares as of the last business day of the registrant’s most recently completed second quarter, was [removed: $17.3] [added: $13.9] billion.

As of August [removed: 15, 2023,] [added: 14, 2024,] the Registrant had [removed: 1,448,493,870] [added: 1,445,343,212] shares issued and outstanding.

Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the Amcor plc definitive Proxy Statement for its [removed: 2023] [added: 2024] Annual Shareholder Meeting, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of Amcor plc’s fiscal year end.

| [Item [removed: 1.](#i81e1c1d2b45f4518b0b97c85db00a276_16)] [added: 1.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_16)] | | | [removed: [Business](#i81e1c1d2b45f4518b0b97c85db00a276_16)] [added: [Business](#i17f0fd854ace44bd9bdc4f40c23b7a7c_16)] | | | [removed: [5](#i81e1c1d2b45f4518b0b97c85db00a276_16)] [added: [5](#i17f0fd854ace44bd9bdc4f40c23b7a7c_16)] | | |

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| [Item [removed: 2.](#i81e1c1d2b45f4518b0b97c85db00a276_25)] [added: 2.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_25)] | | | [removed: [Properties](#i81e1c1d2b45f4518b0b97c85db00a276_25)] [added: [Properties](#i17f0fd854ace44bd9bdc4f40c23b7a7c_25)] | | | [removed: [25](#i81e1c1d2b45f4518b0b97c85db00a276_25)] [added: [24](#i17f0fd854ace44bd9bdc4f40c23b7a7c_25)] | | |

| [Item [removed: 3.](#i81e1c1d2b45f4518b0b97c85db00a276_28)] [added: 3.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_28)] | | | [Legal [removed: Proceedings](#i81e1c1d2b45f4518b0b97c85db00a276_28)] [added: Proceedings](#i17f0fd854ace44bd9bdc4f40c23b7a7c_28)] | | | [removed: [25](#i81e1c1d2b45f4518b0b97c85db00a276_28)] [added: [25](#i17f0fd854ace44bd9bdc4f40c23b7a7c_28)] | | |

| [Item [removed: 4.](#i81e1c1d2b45f4518b0b97c85db00a276_31)] [added: 4.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_31)] | | | [Mine Safety [removed: Disclosures](#i81e1c1d2b45f4518b0b97c85db00a276_31)] [added: Disclosures](#i17f0fd854ace44bd9bdc4f40c23b7a7c_31)] | | | [removed: [25](#i81e1c1d2b45f4518b0b97c85db00a276_31)] [added: [25](#i17f0fd854ace44bd9bdc4f40c23b7a7c_31)] | | |

| [Item [removed: 5.](#i81e1c1d2b45f4518b0b97c85db00a276_37)] [added: 5.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_37)] | | | [Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity [removed: Securities](#i81e1c1d2b45f4518b0b97c85db00a276_37)] [added: Securities](#i17f0fd854ace44bd9bdc4f40c23b7a7c_37)] | | | [removed: [26](#i81e1c1d2b45f4518b0b97c85db00a276_37)] [added: [26](#i17f0fd854ace44bd9bdc4f40c23b7a7c_37)] | | |

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| [Item [removed: 7A.](#i81e1c1d2b45f4518b0b97c85db00a276_67)] [added: 7A.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_67)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i81e1c1d2b45f4518b0b97c85db00a276_67)] [added: Risk](#i17f0fd854ace44bd9bdc4f40c23b7a7c_67)] | | | [removed: [46](#i81e1c1d2b45f4518b0b97c85db00a276_67)] [added: [45](#i17f0fd854ace44bd9bdc4f40c23b7a7c_67)] | | |

| [Item [removed: 8.](#i81e1c1d2b45f4518b0b97c85db00a276_70)] [added: 8.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_70)] | | | [Financial Statements and Supplementary [removed: Data](#i81e1c1d2b45f4518b0b97c85db00a276_70)] [added: Data](#i17f0fd854ace44bd9bdc4f40c23b7a7c_70)] | | | [removed: [48](#i81e1c1d2b45f4518b0b97c85db00a276_70)] [added: [47](#i17f0fd854ace44bd9bdc4f40c23b7a7c_70)] | | |

| | | | [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID](#i81e1c1d2b45f4518b0b97c85db00a276_73) 1358[)](#i81e1c1d2b45f4518b0b97c85db00a276_73)] [added: ID](#i17f0fd854ace44bd9bdc4f40c23b7a7c_73) 1358[)](#i17f0fd854ace44bd9bdc4f40c23b7a7c_73)] | | | [removed: [48](#i81e1c1d2b45f4518b0b97c85db00a276_73)] [added: [47](#i17f0fd854ace44bd9bdc4f40c23b7a7c_73)] | | |

| | | | [Consolidated Statements of [removed: Income](#i81e1c1d2b45f4518b0b97c85db00a276_76)] [added: Income](#i17f0fd854ace44bd9bdc4f40c23b7a7c_76)] | | | [removed: [50](#i81e1c1d2b45f4518b0b97c85db00a276_76)] [added: [49](#i17f0fd854ace44bd9bdc4f40c23b7a7c_76)] | | |

| | | | [Consolidated Statements of Comprehensive [removed: Income](#i81e1c1d2b45f4518b0b97c85db00a276_79)] [added: Income](#i17f0fd854ace44bd9bdc4f40c23b7a7c_79)] | | | [removed: [51](#i81e1c1d2b45f4518b0b97c85db00a276_79)] [added: [50](#i17f0fd854ace44bd9bdc4f40c23b7a7c_79)] | | |

| | | | [Consolidated Balance [removed: Sheets](#i81e1c1d2b45f4518b0b97c85db00a276_82)] [added: Sheets](#i17f0fd854ace44bd9bdc4f40c23b7a7c_82)] | | | [removed: [52](#i81e1c1d2b45f4518b0b97c85db00a276_82)] [added: [51](#i17f0fd854ace44bd9bdc4f40c23b7a7c_82)] | | |

| | | | [Consolidated Statements of Cash [removed: Flows](#i81e1c1d2b45f4518b0b97c85db00a276_85)] [added: Flows](#i17f0fd854ace44bd9bdc4f40c23b7a7c_85)] | | | [removed: [53](#i81e1c1d2b45f4518b0b97c85db00a276_85)] [added: [52](#i17f0fd854ace44bd9bdc4f40c23b7a7c_85)] | | |

| | | | [Consolidated Statements of [removed: Equity](#i81e1c1d2b45f4518b0b97c85db00a276_88)] [added: Equity](#i17f0fd854ace44bd9bdc4f40c23b7a7c_88)] | | | [removed: [54](#i81e1c1d2b45f4518b0b97c85db00a276_88)] [added: [53](#i17f0fd854ace44bd9bdc4f40c23b7a7c_88)] | | |

| | | | [Notes to Consolidated Financial [removed: Statements](#i81e1c1d2b45f4518b0b97c85db00a276_91)] [added: Statements](#i17f0fd854ace44bd9bdc4f40c23b7a7c_91)] | | | [removed: [55](#i81e1c1d2b45f4518b0b97c85db00a276_91)] [added: [54](#i17f0fd854ace44bd9bdc4f40c23b7a7c_91)] | | |

| [Item [removed: 9.](#i81e1c1d2b45f4518b0b97c85db00a276_166)] [added: 9.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_166)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i81e1c1d2b45f4518b0b97c85db00a276_166)] [added: Disclosure](#i17f0fd854ace44bd9bdc4f40c23b7a7c_166)] | | | [removed: [110](#i81e1c1d2b45f4518b0b97c85db00a276_166)] [added: [107](#i17f0fd854ace44bd9bdc4f40c23b7a7c_166)] | | |

| [Item [removed: 9A.](#i81e1c1d2b45f4518b0b97c85db00a276_169)] [added: 9A.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_169)] | | | [Controls and [removed: Procedures](#i81e1c1d2b45f4518b0b97c85db00a276_169)] [added: Procedures](#i17f0fd854ace44bd9bdc4f40c23b7a7c_169)] | | | [removed: [110](#i81e1c1d2b45f4518b0b97c85db00a276_169)] [added: [107](#i17f0fd854ace44bd9bdc4f40c23b7a7c_169)] | | |

| [Item [removed: 9B.](#i81e1c1d2b45f4518b0b97c85db00a276_172)] [added: 9B.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_172)] | | | [Other [removed: Information](#i81e1c1d2b45f4518b0b97c85db00a276_172)] [added: Information](#i17f0fd854ace44bd9bdc4f40c23b7a7c_172)] | | | [removed: [110](#i81e1c1d2b45f4518b0b97c85db00a276_172)] [added: [107](#i17f0fd854ace44bd9bdc4f40c23b7a7c_172)] | | |

| [Item [removed: 9C.](#i81e1c1d2b45f4518b0b97c85db00a276_175)] [added: 9C.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_175)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i81e1c1d2b45f4518b0b97c85db00a276_175)] [added: Inspections](#i17f0fd854ace44bd9bdc4f40c23b7a7c_175)] | | | [removed: [110](#i81e1c1d2b45f4518b0b97c85db00a276_175)] [added: [107](#i17f0fd854ace44bd9bdc4f40c23b7a7c_175)] | | |

| [Part [removed: III](#i81e1c1d2b45f4518b0b97c85db00a276_178)] [added: III](#i17f0fd854ace44bd9bdc4f40c23b7a7c_178)] | | | | | | | | |

| [Item [removed: 10.](#i81e1c1d2b45f4518b0b97c85db00a276_181)] [added: 10.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_181)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i81e1c1d2b45f4518b0b97c85db00a276_181)] [added: Governance](#i17f0fd854ace44bd9bdc4f40c23b7a7c_181)] | | | [removed: [111](#i81e1c1d2b45f4518b0b97c85db00a276_181)] [added: [108](#i17f0fd854ace44bd9bdc4f40c23b7a7c_181)] | | |

| [Item [removed: 11.](#i81e1c1d2b45f4518b0b97c85db00a276_184)] [added: 11.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_184)] | | | [Executive [removed: Compensation](#i81e1c1d2b45f4518b0b97c85db00a276_184)] [added: Compensation](#i17f0fd854ace44bd9bdc4f40c23b7a7c_184)] | | | [removed: [112](#i81e1c1d2b45f4518b0b97c85db00a276_184)] [added: [109](#i17f0fd854ace44bd9bdc4f40c23b7a7c_184)] | | |

| [Item [removed: 12.](#i81e1c1d2b45f4518b0b97c85db00a276_187)] [added: 12.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_187)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Shareholder [removed: Matters](#i81e1c1d2b45f4518b0b97c85db00a276_187)] [added: Matters](#i17f0fd854ace44bd9bdc4f40c23b7a7c_187)] | | | [removed: [112](#i81e1c1d2b45f4518b0b97c85db00a276_187)] [added: [109](#i17f0fd854ace44bd9bdc4f40c23b7a7c_187)] | | |

| [Item [removed: 13.](#i81e1c1d2b45f4518b0b97c85db00a276_190)] [added: 13.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_190)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i81e1c1d2b45f4518b0b97c85db00a276_190)] [added: Independence](#i17f0fd854ace44bd9bdc4f40c23b7a7c_190)] | | | [removed: [112](#i81e1c1d2b45f4518b0b97c85db00a276_190)] [added: [109](#i17f0fd854ace44bd9bdc4f40c23b7a7c_190)] | | |

| [Item [removed: 14.](#i81e1c1d2b45f4518b0b97c85db00a276_193)] [added: 14.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_193)] | | | [Principal Accountant Fees and [removed: Services](#i81e1c1d2b45f4518b0b97c85db00a276_193)] [added: Services](#i17f0fd854ace44bd9bdc4f40c23b7a7c_193)] | | | [removed: [112](#i81e1c1d2b45f4518b0b97c85db00a276_193)] [added: [109](#i17f0fd854ace44bd9bdc4f40c23b7a7c_193)] | | |

| [Part [removed: IV](#i81e1c1d2b45f4518b0b97c85db00a276_196)] [added: IV](#i17f0fd854ace44bd9bdc4f40c23b7a7c_196)] | | | | | | | | |

| [Item [removed: 15.](#i81e1c1d2b45f4518b0b97c85db00a276_199)] [added: 15.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_199)] | | | [Exhibits and Financial Statement [removed: Schedules](#i81e1c1d2b45f4518b0b97c85db00a276_199)] [added: Schedules](#i17f0fd854ace44bd9bdc4f40c23b7a7c_199)] | | | [removed: [113](#i81e1c1d2b45f4518b0b97c85db00a276_199)] [added: [110](#i17f0fd854ace44bd9bdc4f40c23b7a7c_199)] | | |

| | | | [Exhibit [removed: Index](#i81e1c1d2b45f4518b0b97c85db00a276_199)] [added: Index](#i17f0fd854ace44bd9bdc4f40c23b7a7c_199)] | | | [removed: [113](#i81e1c1d2b45f4518b0b97c85db00a276_199)] [added: [110](#i17f0fd854ace44bd9bdc4f40c23b7a7c_199)] | | |

| [Item [removed: 16.](#i81e1c1d2b45f4518b0b97c85db00a276_202)] [added: 16.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_202)] | | | [Form 10-K [removed: Summary](#i81e1c1d2b45f4518b0b97c85db00a276_202)] [added: Summary](#i17f0fd854ace44bd9bdc4f40c23b7a7c_202)] | | | [removed: [115](#i81e1c1d2b45f4518b0b97c85db00a276_202)] [added: [114](#i17f0fd854ace44bd9bdc4f40c23b7a7c_202)] | | |

[removed: None] [added: Neither] of Amcor [removed: or] [added: nor] any of its respective directors, executive officers, or advisors, provide any representation, assurance, or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually occur.

- an inability to [removed: attract] [added: attract, motivate,] and retain our [removed: global executive management team and our] skilled [removed: workforce;][added: workforce and manage key transitions;]

- [added: a] failure to maintain an effective system of internal control over financial reporting;

| 5.450% Guaranteed Senior Notes Due 2029 | | | AMCR/29 | | | New York Stock Exchange | | |

| 3.950% Guaranteed Senior Notes Due 2032 | | | AMCR/32 | | | New York Stock Exchange | | |

| [Part I](#i17f0fd854ace44bd9bdc4f40c23b7a7c_13) | | | | | | | | |

| [Item 1C.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1614) | | | [Cybersecurity](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1614) | | | [24](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1614) | | |

| [Part II](#i17f0fd854ace44bd9bdc4f40c23b7a7c_34) | | | | | | | | |

| [Item 6.](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1693) | | | [\[](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1693)[Reserved\]](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1693) | | | [28](#i17f0fd854ace44bd9bdc4f40c23b7a7c_1693) | | |

| | | | [Signatures](#i17f0fd854ace44bd9bdc4f40c23b7a7c_205) | | | [115](#i17f0fd854ace44bd9bdc4f40c23b7a7c_205) | | |

- challenging global economic conditions;

- physical impacts of climate change;

- changing ESG government regulations including climate-related rules;

| [Part I](#i81e1c1d2b45f4518b0b97c85db00a276_13) | | | | | | | | |

| [Part II](#i81e1c1d2b45f4518b0b97c85db00a276_34) | | | | | | | | |

| Item 6. | | | Removed and Reserved | | | | | |

| | | | [Signatures](#i81e1c1d2b45f4518b0b97c85db00a276_205) | | | [116](#i81e1c1d2b45f4518b0b97c85db00a276_205) | | |

- challenging current and future global economic conditions, including the Russia-Ukraine conflict and inflation;

- costs and liabilities related to environment, health, and safety ("EHS") laws and regulations, as well as changes in the global climate;

- risks related to climate change;

We engage in an annual enterprise-wide risk assessment process which includes an evaluation of cybersecurity risks.

We recognize the critical importance of securing the information of the Company’s customers, vendors, and employees and maintaining the security of our systems and data and have developed a comprehensive cybersecurity incident response plan.

Governance

While everyone at the Company plays a part in managing cybersecurity risks, oversight responsibility is shared by the Board of Directors, the Audit Committee, and management.

The full Board of Directors receives an annual information technology report and an update from management, which includes an update on our cybersecurity efforts.

The Board of Directors has delegated to the Audit Committee the review of the quarterly cybersecurity reports from management, which outline our cybersecurity risk management framework and include updates on our completed, on-going, and planned actions relating to cybersecurity risks.

Our Chief Information Security Officer ("CISO") leads our global Security Operations Center and has over 20 years of experience in cybersecurity, including serving in similar roles at other public companies.

Our CISO reports to our Vice President of Information Technology who has 28 years of experience in Manufacturing and Financial Services and has been leading our IT function for 14 years.

Our Vice President of Information Technology reports to our Chief Financial Officer.

Our employees supporting our information security program have relevant educational and industry experience.

Our Security Operations Center team members have extensive experience in deploying and operating cybersecurity technologies which is enhanced on an ongoing basis through interactions with third party experts we employ to help protect the Company from cybersecurity threats.

In addition, we maintain a global cross functional cyber crisis team which is responsible for evaluating cybersecurity threats and overseeing compliance with regulatory security requirements.

Risk Management and Strategy

We have implemented an extensive cybersecurity program that leverages the National Institute of Standards and Technology ("NIST") Cybersecurity Framework.

Our cybersecurity program is designed to assess, identify, and manage risks from cybersecurity threats while maintaining the confidentiality and availability of our information systems.

We have adopted physical, technological, and administrative controls on data security, and have a defined procedure for data incident detection, containment, response, and remediation.

We perform periodic assessments to identify and assess cybersecurity risks, including through the utilization of third parties to assess our system vulnerabilities.

We also regularly train employees on cybersecurity risks, including through monthly phishing simulations.

We perform cybersecurity risk assessments of the third-party vendors we utilize and have processes to identify cybersecurity risks posed by using third-party systems.

We also request our third-party vendors to promptly notify us of any actual or suspected breach that could impact our data or operations.

Our global footprint exposes us to numerous and evolving cybersecurity risks that could have an adverse effect on our business, financial condition, and results of operations.

To date, we have not experienced any significant impacts from cybersecurity threats.

However, our safeguards may not always be able to prevent a cyber-attack from impacting our systems or successfully execute our business recovery protocol, which could have a material impact on our business, financial condition, results of operations, or cash flows.

Refer to the risk factor captioned “Cybersecurity Risk – The disruption of our operations or risk of loss of our sensitive business information could negatively impact our financial condition and results of operations” in "Item 1A.

- Risk Factors" of this Annual Report on Form 10-K for additional narrative on our cybersecurity risks and the potential related impacts to us.

[removed: Our manufacturing plants operate at varying levels of] utilization depending on the type of operation and market conditions.

The breakdown of our significant manufacturing and support facilities at June 30, [removed: 2023, were] [added: 2024, was] as follows:

This segment has [removed: 166] [added: 160] significant manufacturing and support facilities located in [removed: 37] [added: 36] countries, of which [removed: 114] [added: 111] are owned directly by us and [removed: 52] [added: 49] are leased from outside parties.

Our manufacturing plants operate at varying levels of

As of June 30, [removed: 2023,] [added: 2024,] there were [removed: 104,752] [added: 96,121] registered holders of record of our ordinary shares and CDIs.

[removed: Share repurchase activity during the three months ended June 30, 2023, was as follows (in] [added: The table below is presented in] millions, except number of shares, which are reflected in thousands, and per share amounts, which are expressed in U.S. [removed: dollars):][added: dollars:]

| Period | | | | | | Total Number of Shares [removed: Purchased (1)] [added: Purchased] | | | | | | Average Price Paid Per [removed: Share (1)(2)] [added: Share] | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | | | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Programs [removed: (3)] [added: (1)] | | |

[removed: (3)On August 17, 2022,] [added: (1)On February 7, 2023,] our Board of Directors approved [removed: a] [added: an on market share] buyback of [removed: $400] [added: up to $100] million of ordinary shares and/or [removed: CHESS Depositary Instruments ("CDIs")] [added: CDIs] during the following twelve months.

[removed: Further, on] [added: On] February [removed: 7, 2023,] [added: 6, 2024,] our Board of Directors [removed: approved an additional buyback of up to $100] [added: extended the approval for the remaining $39] million [added: on market share buyback] of ordinary shares [removed: and] [added: and/or] CDIs [removed: during] [added: of] the [removed: next] [added: $100 million buyback for an additional] twelve months.

The line graph below illustrates our cumulative total shareholder return on our ordinary shares as compared with the cumulative total return of our Peer Group, the S&P 500 Index, the S&P 500 Materials Index, and the ASX 200 Index for the period beginning June [removed: 11,] [added: 30,] 2019.

The graph assumes $100 was invested on June [removed: 11,] [added: 30,] 2019, and that all dividends were reinvested.

][added: graph.jpg](https://www.sec.gov/Archives/edgar/data/1748790/000174879024000022/amcr-20240630_g2.jpg)]

| | | | | | | June [removed: 11,] [added: 30,] 2019 | | | | | | June 30, [removed: 2019] [added: 2020] | | | | | | June 30, [removed: 2020] [added: 2021] | | | | | | June 30, [removed: 2021] [added: 2022] | | | | | | June 30, [removed: 2022] [added: 2023] | | | | | | June 30, [removed: 2023] [added: 2024] | | |

The Peer Group consists of Ansell Limited, AptarGroup, Inc., Avery Dennison Corporation, Ball Corporation, Berry Global Group, Inc., Brambles Limited, Coles Group Limited, Conagra [removed: Brands] [added: Brands,] Inc., Crown Holdings, Inc., Danone SA, General [removed: Mills] [added: Mills,] Inc., Graphic Packaging Holding [removed: Co, Huhtamaki] [added: Company, Huhtamäki] Oyj, International Paper Company, Johnson & Johnson, The Kraft Heinz Company, Mondelez International, Inc., Nestlé S.A., O-I Glass, Inc., Orora Limited, Pepsico, Inc., The Procter & Gamble Company, Sealed Air Corporation, Silgan Holdings Inc., Sonoco Products Company, Treasury Wine Estates Limited, Unilever PLC, Wesfarmers Limited, WestRock Company, and Woolworths Group Limited.

We did not repurchase shares during the three months ended June 30, 2024.

| April 1 - 30, 2024 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 39 | |

| May 1 - 31, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 39 | | |

| June 1 - 30, 2024 | | | | | | — | | | | | | — | | | | | | — | | | | | | 39 | | |

| Total | | | | | | — | | | | | | $ | — | | | | | — | | | | | | | | |

| Amcor plc | | | | | | $ | 100.00 | | | | | $ | 93.10 | | | | | $ | 108.81 | | | | | $ | 122.73 | | | | | $ | 102.87 | | | | | $ | 106.27 | |

| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 107.51 | | | | | $ | 151.36 | | | | | $ | 135.29 | | | | | $ | 161.80 | | | | | $ | 201.54 | |

| S&P 500 Materials | | | | | | $ | 100.00 | | | | | $ | 98.89 | | | | | $ | 146.87 | | | | | $ | 134.05 | | | | | $ | 154.32 | | | | | $ | 167.73 | |

| S&P/ASX 200 | | | | | | $ | 100.00 | | | | | $ | 91.97 | | | | | $ | 129.13 | | | | | $ | 112.88 | | | | | $ | 127.00 | | | | | $ | 144.25 | |

| Peer Group | | | | | | $ | 100.00 | | | | | $ | 104.41 | | | | | $ | 124.63 | | | | | $ | 126.19 | | | | | $ | 133.53 | | | | | $ | 130.59 | |

| April 1 - 30, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 300 | |

| May 1 - 31, 2023 | | | | | | 13,356 | | | | | | 10.21 | | | | | | 13,356 | | | | | | 164 | | |

| June 1 - 30, 2023 | | | | | | 9,641 | | | | | | 9.89 | | | | | | 9,594 | | | | | | 69 | | |

| Total | | | | | | 22,997 | | | | | | $ | 10.08 | | | | | 22,950 | | | | | | | | |

(1)Includes shares purchased on the open market to satisfy the vesting and exercises of share-based compensation awards.

(2)Average price paid per share excludes costs associated with the repurchases.

| Amcor plc | | | | | | $ | 100.00 | | | | | $ | 102.77 | | | | | $ | 95.68 | | | | | $ | 111.82 | | | | | $ | 126.13 | | | | | $ | 105.72 | |

| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 107.05 | | | | | $ | 115.08 | | | | | $ | 162.03 | | | | | $ | 144.83 | | | | | $ | 173.21 | |

| S&P 500 Materials | | | | | | $ | 100.00 | | | | | $ | 111.71 | | | | | $ | 110.47 | | | | | $ | 164.06 | | | | | $ | 149.75 | | | | | $ | 172.39 | |

| S&P/ASX 200 | | | | | | $ | 100.00 | | | | | $ | 102.08 | | | | | $ | 93.59 | | | | | $ | 131.41 | | | | | $ | 114.86 | | | | | $ | 129.24 | |

| Peer Group | | | | | | $ | 100.00 | | | | | $ | 100.12 | | | | | $ | 104.54 | | | | | $ | 124.79 | | | | | $ | 126.34 | | | | | $ | 133.70 | |

We have audited the accompanying consolidated balance sheets of Amcor plc and its subsidiaries (the “Company”) as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of income, comprehensive income, equity and cash flows for each of the three years in the period ended June 30, [removed: 2023,] [added: 2024,] including the related notes and schedule of valuation and qualifying accounts and reserves for each of the three years in the period ended June 30, [removed: 2023] [added: 2024] appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.

*Goodwill Impairment Assessment [removed: –] [added: -] Flexibles Latin America Reporting [removed: Unit within the Flexibles Segment*][added: Unit*]

As described in Notes 2 and [removed: 10] [added: 9] to the consolidated financial statements, the Company’s consolidated goodwill balance was [removed: $5,366] [added: $5,345] million as of June 30, [removed: 2023,] [added: 2024,] and the goodwill associated with the Flexibles Segment was [removed: $4,391] [added: $4,373] million, which includes goodwill associated with the Flexibles Latin America reporting unit.

Management conducts an impairment analysis [removed: in the fourth quarter] [added: as] of [added: April 1 of] each [added: financial] year, or whenever events and circumstances indicate an impairment may have occurred during the [added: financial] year.

As disclosed by management, if the carrying value of a reporting unit exceeds its fair value, management would recognize an impairment loss equal to the difference between the carrying value and [added: the] estimated fair value of the reporting unit, adjusted for any tax benefits, limited to the amount of the carrying value of goodwill.

Management’s projected future cash flows for the Flexibles Latin America reporting unit included key assumptions relating to revenue growth, projected operating income growth, market multiples, terminal [removed: values,] [added: values] and [removed: the] discount rate.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Flexibles Latin America reporting unit within the Flexibles Segment is a critical audit matter are (i) the significant judgment by management when developing the fair value [added: estimate] of the reporting unit; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue [removed: growth, projected operating income growth, terminal values] [added: growth] and the discount rate; and (iii) the audit effort involved the use of professionals with specialized [removed: skill] [added: skills] and knowledge.

These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of the reporting unit; (ii) evaluating the appropriateness of the discounted cash flow [removed: models;] [added: models used by management;] (iii) testing the completeness and accuracy of underlying data used in the [added: discounted cash flow] models; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue [removed: growth, projected operating income growth, terminal values] [added: growth] and the discount rate.

Evaluating management’s assumptions related to revenue [removed: growth, projected operating income growth, terminal values] [added: growth] and the discount rate involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit; (ii) the consistency with external market and industry data; and (iii) whether [removed: these] [added: the] assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized [removed: skill] [added: skills] and knowledge were used to assist in [added: evaluating (i)] the [removed: evaluation] [added: appropriateness] of the [removed: Company’s] discounted cash flow [removed: models, terminal values,] [added: model] and [added: (ii)] the [added: reasonableness of the] discount [removed: rate.][added: rate assumption.]

| For the years ended June 30, | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Net sales | | | | | | $ | [removed: 14,694] [added: 13,640] | | | | | $ | [removed: 14,544] [added: 14,694] | | | | | $ | [removed: 12,861] [added: 14,544] | |

| Cost of sales | | | | | | [removed: (11,969)] [added: (10,928)] | | | | | | [removed: (11,724)] [added: (11,969)] | | | | | | [removed: (10,129)] [added: (11,724)] | | |

| Gross profit | | | | | | [removed: 2,725] [added: 2,712] | | | | | | [removed: 2,820] [added: 2,725] | | | | | | [removed: 2,732] [added: 2,820] | | |

| Selling, general, and administrative expenses | | | | | | [removed: (1,246)] [added: (1,260)] | | | | | | [removed: (1,284)] [added: (1,246)] | | | | | | [removed: (1,292)] [added: (1,284)] | | |

| Research and development expenses | | | | | | [removed: (101)] [added: (106)] | | | | | | [removed: (96)] [added: (101)] | | | | | | [removed: (100)] [added: (96)] | | |

| Restructuring, impairment, and other related activities, net | | | | | | [removed: 104] [added: (97)] | | | | | | [removed: (234)] [added: 104] | | | | | | [removed: (94)] [added: (234)] | | |

| Other [removed: income,] [added: income/(expenses),] net | | | | | | [removed: 26] [added: (35)] | | | | | | [removed: 33] [added: 26] | | | | | | [removed: 75] [added: 33] | | |

| Operating income | | | | | | [removed: 1,508] [added: 1,214] | | | | | | [removed: 1,239] [added: 1,508] | | | | | | [removed: 1,321] [added: 1,239] | | |

| Interest income | | | | | | [removed: 31] [added: 38] | | | | | | [removed: 24] [added: 31] | | | | | | [removed: 14] [added: 24] | | |

| Interest expense | | | | | | [removed: (290)] [added: (348)] | | | | | | [removed: (159)] [added: (290)] | | | | | | [removed: (153)] [added: (159)] | | |

| Other non-operating income, net | | | | | | [removed: 2] [added: 3] | | | | | | [removed: 11] [added: 2] | | | | | | 11 | | |

| Income before income taxes and equity in [removed: income] [added: loss] of affiliated companies | | | | | | [removed: 1,251] [added: 907] | | | | | | [removed: 1,115] [added: 1,251] | | | | | | [removed: 1,193] [added: 1,115] | | |

| Income tax expense | | | | | | [removed: (193)] [added: (163)] | | | | | | [removed: (300)] [added: (193)] | | | | | | [removed: (261)] [added: (300)] | | |

| Equity in [removed: income] [added: loss] of affiliated companies, net of tax | | | | | | [removed: —] [added: (4)] | | | | | | — | | | | | | [removed: 19] [added: —] | | |

| Net income | | | | | | $ | [removed: 1,058] [added: 740] | | | | | $ | [removed: 815] [added: 1,058] | | | | | $ | [removed: 951] [added: 815] | |

| Net income attributable to non-controlling interests | | | | | | (10) | | | | | | (10) | | | | | | [removed: (12)] [added: (10)] | | |

| Net income attributable to Amcor plc | | | | | | $ | [removed: 1,048] [added: 730] | | | | | $ | [removed: 805] [added: 1,048] | | | | | $ | [removed: 939] [added: 805] | |

| Basic earnings per share | | | | | | $ | [removed: 0.709] [added: 0.505] | | | | | $ | [removed: 0.532] [added: 0.709] | | | | | $ | [removed: 0.604] [added: 0.532] | |

| Diluted earnings per share | | | | | | $ | [removed: 0.705] [added: 0.505] | | | | | $ | [removed: 0.529] [added: 0.705] | | | | | $ | [removed: 0.602] [added: 0.529] | |

| Net income | | | | | | $ | [removed: 1,058] [added: 740] | | | | | $ | [removed: 815] [added: 1,058] | | | | | $ | [removed: 951] [added: 815] | |

| Net gains/(losses) on cash flow hedges, net of tax (a) | | | | | | [removed: (1)] [added: 5] | | | | | | [removed: (7)] [added: (1)] | | | | | | [removed: 26] [added: (7)] | | |

| Foreign currency translation adjustments, net of tax (b) | | | | | | [removed: 69] [added: (108)] | | | | | | [removed: (201)] [added: 69] | | | | | | [removed: 205] [added: (201)] | | |

| Pension, net of tax (c) | | | | | | [removed: (50)] [added: (45)] | | | | | | [removed: 94] [added: (50)] | | | | | | [removed: 52] [added: 94] | | |

| Other comprehensive income/(loss) | | | | | | [removed: 18] [added: (158)] | | | | | | [removed: (114)] [added: 18] | | | | | | [removed: 283] [added: (114)] | | |

| Total comprehensive income | | | | | | [removed: 1,076] [added: 582] | | | | | | [removed: 701] [added: 1,076] | | | | | | [removed: 1,234] [added: 701] | | |

| Comprehensive income attributable to non-controlling interests | | | | | | (10) | | | | | | (10) | | | | | | [removed: (12)] [added: (10)] | | |

| Excluded components of fair value hedges | | | | | | (10) | | | | | | — | | | | | | — | | |

| For the years ended June 30, | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Net income | | | | | | $ | 740 | | | | | $ | 1,058 | | | | | $ | 815 | |

| Purchase of treasury shares and tax withholdings for share-based incentive plans | | | | | | (51) | | | | | | (221) | | | | | | (143) | | |

| Net income | | | | | | | | | | | | | | | | | | 730 | | | | | | | | | | | | | | | | | | 10 | | | | | | 740 | | |

| Shares vested and related tax withholdings | | | | | | | | | | | | (52) | | | | | | | | | | | | | | | | | | 49 | | | | | | | | | | | | (3) | | |

| Balance as of June 30, 2024 | | | | | | $ | 14 | | | | | $ | 4,019 | | | | | $ | 879 | | | | | $ | (1,020) | | | | | $ | (11) | | | | | $ | 72 | | | | | $ | 3,953 | |

balances are translated at historical rates.

the reasonableness of the assumptions and the resulting estimated fair values.

in employee benefit obligations.

The Company facilitates several regional voluntary supply chain financing ("SCF") programs with financial institutions, all of which have similar characteristics.

The Company establishes these SCF programs to provide its suppliers with a potential source of liquidity and to enable a more efficient payment process.

Under these SCF programs, qualifying suppliers may elect, but are not obligated, to sell their receivables due from Amcor to these financial institutions in advance of the agreed payment due date.

The Company is not involved in negotiations between the suppliers and the financial institutions, and its rights and obligations to its suppliers are not impacted by its suppliers’ decisions to sell amounts to the financial institutions.

Under these SCF programs, the Company agrees to pay the financial institution the stated invoice amounts from its participating suppliers on the original maturity dates of the invoices.

The range of payment terms negotiated with suppliers under these arrangements are consistent with industry norms and short-term in nature, regardless of whether a supplier participates in the program.

The Company's SCF programs do not include any guarantees to the financial institutions, or any assets pledged as securities.

All outstanding amounts related to suppliers participating in the SCF programs are reflected in trade payables in the Company’s consolidated balance sheets, and associated payments are included in operating activities within the Company’s consolidated statements of cash flows.

As of June 30, 2024 and June 30, 2023, the amounts due to suppliers participating in the Company’s SCF programs amounted to $1.1 billion.

In November 2023, the FASB issued Accounting Standards Update ("ASU") 2023-07 that adds new reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit or loss.

The standard's amendments are effective for the Company for annual periods beginning July 1, 2024, and interim periods beginning July 1, 2025, with early adoption permitted, and will be applied retrospectively to all periods in the financial statements.

The Company will adopt this guidance in fiscal year 2025.

The Company is currently evaluating the impact that this guidance will have on its disclosures.

In December 2023, the FASB issued ASU 2023-09 that adds new income tax disclosure requirements, primarily related to existing income tax rate reconciliation and income taxes paid information.

The standard's amendments are effective for the Company for annual periods beginning July 1, 2025, with early adoption permitted, and can be applied either prospectively or retrospectively.

The Company is currently evaluating the impact that this guidance will have on its disclosures.

During fiscal year 2024, the Company recorded $10 million in restructuring and related expenses classified within Other Restructuring Plans of which $1 million related to employee related expenses, $2 million to fixed asset related expenses, $3 million to other restructuring expenses, and $4 million to restructuring related expenses.

(1)Includes restructuring related costs of $15 million and $6 million for fiscal years 2024 and 2023, respectively.

In fiscal years 2024 and 2023, respectively, $69 million and $86 million of restructuring and related expenses, net, were incurred in the Flexibles reportable segment and $18 million and $8 million in the Rigid Packaging reportable segment.

(2)Includes restructuring related costs of $4 million in both fiscal years 2024 and 2023.

(1) Fiscal year 2024 includes a net gain on disposal of properties of $6 million.

| Liability balance at June 30, 2024 | | | | | | $ | 80 | | | | | $ | 3 | | | | | $ | 19 | | | | | $ | 102 | |

| ($ in millions) | | | | | | June 30, 2024 | | | | | | June 30, 2023 | | |

| Acquisitions and acquisition adjustments (1) | | | | | | 1 | | | | | | — | | | | | | 1 | | |

| Balance as of June 30, 2024 | | | | | | $ | 4,373 | | | | | $ | 972 | | | | | $ | 5,345 | |

| Customer relationships | | | | | | $ | 1,999 | | | | | $ | (791) | | | | | $ | 1,208 | |

| Computer software | | | | | | 272 | | | | | | (182) | | | | | | 90 | | |

| Other (2) | | | | | | 334 | | | | | | (241) | | | | | | 93 | | |

| Fiscal year 2029 | | | | | | 139 | | |

| Cross currency swaps | | | | | | — | | | | | | 16 | | | | | | — | | | | | | 16 | | |

| August 17, 2023 | | | | | |

| Assets held for sale, net | | | | | | — | | | | | | 192 | | |

| Liabilities held for sale | | | | | | — | | | | | | 65 | | |

| Dividends received from affiliated companies | | | | | | — | | | | | | — | | | | | | 4 | | |

| Balance as of June 30, 2020 | | | | | | $ | 16 | | | | | $ | 5,480 | | | | | $ | 246 | | | | | $ | (1,049) | | | | | $ | (67) | | | | | $ | 61 | | | | | $ | 4,687 | |

| Net income | | | | | | | | | | | | | | | | | | 939 | | | | | | | | | | | | | | | | | | 12 | | | | | | 951 | | |

| Cumulative adjustment related to the adoption of ASC 326 | | | | | | | | | | | | | | | | | | (5) | | | | | | | | | | | | | | | | | | | | | | | | (5) | | |

The Company develops and produces a broad range of packaging products including flexible packaging, rigid packaging containers, specialty cartons, and closures.

The Company reclassified prior year inventory comparatives in the condensed consolidated balance sheets to conform to the current year's presentation which provides the breakdown of inventory.

This change in presentation did not have an impact on the Company’s financial condition or operating results.

See Note 6, "Held for Sale," for more information on assets held for sale.

All other foreign currency transaction gains and losses are recorded in other income, net in the consolidated statements of income.

These foreign currency transaction net gains or net losses amounted to a net loss of

The Company had restricted cash of $8 million as of June 30, 2022, which was held in a share trust associated with Company share-based payment obligations.

Inventory reserves were $130 million and $111 million as of June 30, 2023, and 2022, respectively.

multiples, terminal values, and discount rates.

In November 2021, the FASB issued an Accounting Standards Update ("ASU") 2021-10, Government Assistance, (Topic 832) that adds certain disclosure requirements for entities that receive government assistance.

The standard is effective for annual periods beginning after December 15, 2021, with early application permitted.

The Company adopted ASU 2021-10 on July 1, 2022.

The Company analyzed amounts received from government assistance programs and determined the program amounts received are individually, and in the aggregate, not material.

ASU 2021-10 may have an impact on the Company’s disclosures in the future, if government assistance provided to the Company were to become material.

The new standard's requirement to disclose the key terms of supplier finance programs is effective for all interim and annual periods beginning with the Company's fiscal year ending June 30, 2024.

The new standard does not affect the recognition, measurement, or financial statement presentation of supplier finance program obligations.

Early adoption is permitted.

The fair values of the contingent consideration, identifiable net assets acquired, and goodwill are based on the Company's best estimate as of June 30, 2023, and are considered preliminary.

The purchase consideration of $45 million is subject to customary post-closing adjustments.

Disposal of Russian business

As part of optimizing its portfolio under the 2019 Bemis Integration Plan, the Company completed the disposal of a non-core European hospital supplies business, which was part of the Flexibles reportable segment.

The resulting gain from the sale has been recorded in the line restructuring, impairment, and other related activities, net, in the consolidated statements of income.

Refer to Note 7, "Restructuring."

The Company also completed the disposal of two non-core businesses in India and Argentina in the Flexibles reportable segment during the first quarter of fiscal year 2021, recording a loss on sale of $6 million recorded in the line other income, net, in the consolidated statements of income, which was primarily driven by the reclassification of cumulative translation adjustments through the income statements that had previously been recorded in other comprehensive income/(loss).

The Company sold its equity investment in AMVIG Holdings Limited ("AMVIG") in the first quarter of fiscal year 2021.

Note 6 - Held for Sale

On December 23, 2022, the Company completed the sale of the Russian business and derecognized the assets and liabilities previously classified as held for sale.

The disposal did not represent a strategic shift that had a major effect on the Company's operations and financial results, and therefore did not qualify for reporting as a discontinued operation.

The Russian business was part of the Company’s Flexibles reportable segment.

Major classes of assets and liabilities of the Russian business classified as held for sale were as follows:

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total assets held for sale | | | | | | — | | | 282 | | |

Our management, with the participation of our [added: Interim] Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of June 30, [removed: 2023.][added: 2024.]

Based on this evaluation, the [added: Interim] Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, [removed: 2023.][added: 2024.]

Under the supervision and with the participation of our management, including our [added: Interim] Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30, [removed: 2023.][added: 2024.]

Based on this evaluation, our management concluded that we maintained effective internal control over financial reporting as of June 30, [removed: 2023.][added: 2024.]

The effectiveness of our internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024] has been audited by PricewaterhouseCoopers AG, an independent registered public accounting firm, as stated in their report, which appears on "Item 8.

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fourth quarter of fiscal year [removed: 2023] [added: 2024] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

During the three months ended June 30, [removed: 2023,] [added: 2024,] no director or Section 16 officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

The information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, [removed: 2023,] [added: 2024,] and such information is expressly incorporated herein by reference.

Insider Trading Policy

Our Board of Directors has adopted an Insider Trading Policy which governs the purchase, sale, and/or other dispositions of our securities by our directors, officers, other key employees, and covered persons which we believe is reasonably designed to ensure compliance with applicable insider trading rules, regulations, and listing standards.

A copy of our Insider Trading Policy is filed as Exhibit 19 to this Annual Report on Form 10-K.

Information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, [removed: 2023,] [added: 2024,] and such information is expressly incorporated herein by reference.

Equity compensation plans as of June 30, [removed: 2023,] [added: 2024,] were as follows:

(1)Includes outstanding option awards of [removed: 32,764,410,] [added: 33,196,772,] which have a weighted-average exercise price of [removed: $11.29, 11,391,222] [added: $10.86, 11,924,855] awards of ordinary shares issuable upon vesting of performance shares/rights, [removed: 3,734,538] [added: 2,445,169] awards of ordinary shares issuable upon vesting of share rights, and [removed: 1,039,845] [added: 2,877,497] restricted shares issued under the share retention plan.

The additional information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, [removed: 2023,] [added: 2024,] and such information is expressly incorporated herein by reference.

| Equity compensation plans approved by security holders | | | | | | 50,444,293 | | | (1) | | | $ | 10.86 | | (2) | | | 34,236,729 | | | (3) | | |

| Total | | | | | | 50,444,293 | | | (1) | | | $ | 10.86 | | (2) | | | 34,236,729 | | | (3) | | |

| Equity compensation plans approved by security holders | | | | | | 48,930,014 | | | (1) | | | $ | 11.29 | | (2) | | | 41,225,174 | | | (3) | | |

| Total | | | | | | 48,930,014 | | | (1) | | | $ | 11.29 | | (2) | | | 41,225,174 | | | (3) | | |

The information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, [removed: 2023,] [added: 2024,] and such information is expressly incorporated herein by reference.

The information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, [removed: 2023,] [added: 2024,] and such information is expressly incorporated herein by reference.

| | | | [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID](#i81e1c1d2b45f4518b0b97c85db00a276_73) 1358[)](#i81e1c1d2b45f4518b0b97c85db00a276_73)] [added: ID](#i17f0fd854ace44bd9bdc4f40c23b7a7c_73) 1358[)](#i17f0fd854ace44bd9bdc4f40c23b7a7c_73)] | | | [removed: [48](#i81e1c1d2b45f4518b0b97c85db00a276_73)] [added: [47](#i17f0fd854ace44bd9bdc4f40c23b7a7c_73)] | | |

| | | | [Consolidated Statements of [removed: Income](#i81e1c1d2b45f4518b0b97c85db00a276_76)] [added: Income](#i17f0fd854ace44bd9bdc4f40c23b7a7c_76)] | | | [removed: [50](#i81e1c1d2b45f4518b0b97c85db00a276_76)] [added: [49](#i17f0fd854ace44bd9bdc4f40c23b7a7c_76)] | | |

| | | | [Consolidated Statements of Comprehensive [removed: Income](#i81e1c1d2b45f4518b0b97c85db00a276_79)] [added: Income](#i17f0fd854ace44bd9bdc4f40c23b7a7c_79)] | | | [removed: [51](#i81e1c1d2b45f4518b0b97c85db00a276_79)] [added: [50](#i17f0fd854ace44bd9bdc4f40c23b7a7c_79)] | | |

| | | | [Consolidated Balance [removed: Sheets](#i81e1c1d2b45f4518b0b97c85db00a276_82)] [added: Sheets](#i17f0fd854ace44bd9bdc4f40c23b7a7c_82)] | | | [removed: [52](#i81e1c1d2b45f4518b0b97c85db00a276_82)] [added: [51](#i17f0fd854ace44bd9bdc4f40c23b7a7c_82)] | | |

| | | | [Consolidated Statements of Cash [removed: Flows](#i81e1c1d2b45f4518b0b97c85db00a276_85)] [added: Flows](#i17f0fd854ace44bd9bdc4f40c23b7a7c_85)] | | | [removed: [53](#i81e1c1d2b45f4518b0b97c85db00a276_85)] [added: [52](#i17f0fd854ace44bd9bdc4f40c23b7a7c_85)] | | |

| | | | [Consolidated Statements of [removed: Equity](#i81e1c1d2b45f4518b0b97c85db00a276_88)] [added: Equity](#i17f0fd854ace44bd9bdc4f40c23b7a7c_88)] | | | [removed: [54](#i81e1c1d2b45f4518b0b97c85db00a276_88)] [added: [53](#i17f0fd854ace44bd9bdc4f40c23b7a7c_88)] | | |

| | | | [Notes to Consolidated Financial [removed: Statements](#i81e1c1d2b45f4518b0b97c85db00a276_91)] [added: Statements](#i17f0fd854ace44bd9bdc4f40c23b7a7c_91)] | | | [removed: [55](#i81e1c1d2b45f4518b0b97c85db00a276_91)] [added: [54](#i17f0fd854ace44bd9bdc4f40c23b7a7c_91)] | | |

| | | | [Schedule II - Valuation and Qualifying Accounts and [removed: Reserves](#i81e1c1d2b45f4518b0b97c85db00a276_208)] [added: Reserves](#i17f0fd854ace44bd9bdc4f40c23b7a7c_208)] | | | [removed: [117](#i81e1c1d2b45f4518b0b97c85db00a276_208)] [added: [116](#i17f0fd854ace44bd9bdc4f40c23b7a7c_208)] | | |

| 2 | | | .1 | | | | | | [Transaction Agreement, dated as of August 6, 2018, by and among the Amcor plc, Amcor Limited, Arctic Corp. and Bemis Company, Inc. (“Bemis”) (incorporated by reference to Annex A to Amcor plc's Registration Statement on Form S-4 filed on March 12, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zs-4.htm#Annex_A)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zs-4.htm#Annex_A)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 3 | | | .1 | | | | | | [Articles of Association of Amcor plc (incorporated by reference to Exhibit 3.1 to Amcor plc’s Current Report on Form 8-K filed on June 13, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000110465919035373/a18-18334_98ex3d1.htm#Exhibit3_1_102529)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035373/a18-18334_98ex3d1.htm#Exhibit3_1_102529)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 3 | | | .2 | | | | | | [Memorandum of Association of Amcor plc (incorporated by reference to Exhibit 3.1 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-3_1.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-3_1.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .1] [added: .2] | | | | | | [Form of 5.625% Guaranteed Senior Note due 2033 (incorporated by reference to Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 26, 2023.](https://www.sec.gov/Archives/edgar/data/1748790/000110465923065432/tm2315560d9_ex4-3.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .2] [added: .3] | | | | | | [Indenture, dated as of May 26, 2023, among Amcor Finance (USA), Inc., Amcor plc, Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas, as trustee (including the guarantees) (incorporated by reference to Exhibit 4.1 on Amcor plc's Current Report on Form 8-K filed on May 26, 2023).](https://www.sec.gov/Archives/edgar/data/1748790/000110465923065432/tm2315560d9_ex4-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .3] [added: .4] | | | | | | [Form of 3.625% Notes due 2026 (incorporated by reference to Exhibit 4.8 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_8.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_8.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .4] [added: .5] | | | | | | [Form of 4.500% Notes due 2028 (incorporated by reference to Exhibit 4.9 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_9.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_9.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .5] [added: .6] | | | | | | [Form of 3.100% Notes due 2026 (incorporated by reference to Exhibit 4.13 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_13.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_13.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .6] [added: .8] | | | | | | [Form of 2.630% Guaranteed Senior Note Due 2030 (incorporated by reference to Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).](https://www.sec.gov/Archives/edgar/data/1748790/000110465920075308/tm2021790d15_ex4-2.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .7] [added: .9] | | | | | | [Form of 1.125% Guaranteed Senior Note Due 2027 (incorporated by reference to Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).](https://www.sec.gov/Archives/edgar/data/1748790/000110465920076111/tm2021790d16_ex4-2.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .8] [added: .12] | | | | | | [Indenture, dated as of June 13, 2019, by and among AFUI, as issuer, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 10.4 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d4.htm#Exhibit10_4_084106) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .9] [added: .21] | | | | | | [Indenture, dated as of June 19, 2020, by and among Bemis, as issuer, Amcor plc, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Deutsche Bank Trust Company Americas, the trustee (incorporated by reference to Exhibit 4.1 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).](https://www.sec.gov/Archives/edgar/data/1748790/000110465920075308/tm2021790d15_ex4-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .10] [added: .22] | | | | | | [Indenture, dated as of June 23, 2020, by and among Amcor UK Finance plc, as issuer, Amcor plc, Amcor Finance (USA), Inc., Amcor Pty Ltd, Bemis Company, Inc. and Deutsche Bank Trust Company Americas, the trustee (incorporated by reference to Exhibit 4.1 on Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).](https://www.sec.gov/Archives/edgar/data/1748790/000110465920076111/tm2021790d16_ex4-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .11] [added: .23] | | | | | | [Registration Rights Agreement, dated as of June 13, 2019, by and among Bemis, Amcor plc, Amcor Limited, AFUI, Amcor UK Finance plc and the Dealer Managers, relating to the Bemis’ 3.100% 2026 Notes (incorporated by reference to Exhibit 10.6 on Amcor plc’s Current Report on Form 8-K filed on June 17, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d6.htm#Exhibit10_6_072545)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d6.htm#Exhibit10_6_072545)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .12] [added: .24] | | | | | | [Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer Managers, relating to the Amcor’s 3.625% 2026 Notes (incorporated by reference to Exhibit 10.7 on Amcor plc’s Current Report on Form 8-K filed on June 17, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d7.htm#Exhibit10_7_080921)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d7.htm#Exhibit10_7_080921)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .13] [added: .25] | | | | | | [Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer Managers, relating to the Amcor’s 4.500% 2028 Notes (incorporated by reference to Exhibit 10.8 on Amcor plc’s Current Report on Form 8-K filed on June 17, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d8.htm#Exhibit10_8_090010)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d8.htm#Exhibit10_8_090010)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |

| 4 | | | [removed: .14] [added: .26] | | | | | | [Description [removed: of Securities of the Registrant.](https://www.sec.gov/Archives/edgar/data/1748790/000174879023000030/exhibit414descriptionofreg.htm)] [added: of](https://www.sec.gov/Archives/edgar/data/1748790/000174879024000022/exhibit426-amcorxdescripti.htm) [t](https://www.sec.gov/Archives/edgar/data/1748790/000174879024000022/exhibit426-amcorxdescripti.htm)[h](https://www.sec.gov/Archives/edgar/data/1748790/000174879024000022/exhibit426-amcorxdescripti.htm)[e Company's Common Stock](https://www.sec.gov/Archives/edgar/data/1748790/000174879024000022/exhibit426-amcorxdescripti.htm)] | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |