Amcor (AMCR) 10-K risk factor changes: FY2026 vs FY2025
The 2026-06-30 10-K against the 2025-06-30 one, compared heading by heading and sentence by sentence.
Item 1A53 rewritten45 added62 removed249 unchanged
All filing items1,237 rewritten560 added395 removed2,043 unchanged
Summary
counted, not written
- Item 1A lists 33 risk factor headings: 3 new, 5 reworded and 25 unchanged since FY2025. 4 headings from FY2025 no longer appear.
- Sentence by sentence, 560 added, 395 removed, 1,237 rewritten and 2,043 unchanged across 18 items that differ.
New Item 1A headings (3)
- Integration — We may face challenges with integrating acquisitions and achieving the financial and other results and benefits anticipated at the time of acquisition.
- Strategic Review of Portfolio — Our strategic review of our portfolio may cause disruptions to our business, may not result in the completion of transactions to restructure or divest all non-core businesses, and may not create additional value for our shareholders.
- Artificial Intelligence — Our use of artificial intelligence technologies could adversely affect our business and financial results.AI
Removed Item 1A headings (4)
- Successful Integration — The combined company may be unable to successfully integrate the businesses of Amcor and Berry in the expected time frame or at all.
- Substantial Merger Costs — We have incurred, and expect to continue to incur, substantial costs as a result of the Merger.
- Inability to Realize Merger Benefits — The combined company may be unable to realize the anticipated benefits of the Merger.
- Merger Related Tax Liabilities — Additional tax liabilities could have a material impact on our financial condition, results of operations, and/or liquidity.
Reworded Item 1A headings (5)
- Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including
[removed: changes in]economic[removed: environment][added: conditions] and[removed: regulations.][added: regulatory developments.] - Indebtedness and Credit Rating —
[removed: The combined company's][added: Our] indebtedness may limit[removed: its][added: our] flexibility[removed: and increase its borrowing costs]or result in a downgrade in our credit rating, which could reduce our operating flexibility, increase our borrowing costs, and negatively affect our financial condition and results of operations. - Goodwill and Other Intangible Assets —
[removed: As a result][added: A significant write-down] of[removed: the Merger, our]goodwill[removed: and][added: and/or] other intangible assets[removed: have increased significantly, and a significant impairment]would have a material adverse effect on our reported results of operations and financial position. - ESG Regulations — Changing and emerging ESG government regulations, including
[removed: climate-related][added: climate and circularity-related] rules, may adversely affect our company. [removed: Operational][added: Operations] EHS Risks — We are subject to[removed: costs][added: risks, liabilities,] and[removed: liabilities][added: costs] related to EHS laws and regulations, as well as changes in the global climate, that could adversely affect our business.
A heading is new when no FY2025 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2026; struck-through words were in FY2025. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. - Risk Factors
53 rewritten, 45 added, 62 removed, 249 unchanged
Indebtedness and Credit Rating — [removed: The combined company's] [added: Our] indebtedness may limit [removed: its] [added: our] flexibility [removed: and increase its borrowing costs] or result in a downgrade in our credit rating, which could reduce our operating flexibility, increase our borrowing costs, and negatively affect our financial condition and results of operations.
As of June 30, [removed: 2025, the combined company] [added: 2026, we] had [removed: $14.1] [added: $14.0] billion of debt outstanding, including borrowings of [removed: $1.70] [added: $1.29] billion under revolving credit facilities in an aggregate [removed: principal amount] [added: limit] of $3.75 billion, and we are not restricted in incurring, and may incur, additional indebtedness in the future.
Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including [removed: changes in] economic [removed: environment] [added: conditions] and [removed: regulations.][added: regulatory developments.]
Sales of our products and services [removed: depend heavily on the volume of sales made by] [added: are closely tied to] our [removed: customers] [added: customers' sales volumes] to [added: end] consumers.
[removed: Any] [added: Additionally,] new products we [removed: produce] [added: introduce] may [removed: fail to meet] [added: not achieve expected] sales [added: volumes] or margin [removed: expectations] [added: levels] due to various factors, including our or our customers' inability to accurately predict [removed: customer] [added: consumer] demand, end user preferences or movements in industry standards, or to develop products that meet consumer demand in a timely and cost-effective manner.
[removed: However, if] [added: If] changing preferences are not offset by [removed: demand for] [added: growth in] new or [removed: alternative] [added: substitute] products [removed: that we manufacture,] [added: or] changes in consumer [removed: preferences could have a material adverse effect on] [added: demand are not adequately mitigated by growth in new or substitute products,] our business, financial condition, results of operations, or cash [removed: flows.][added: flows could be materially adversely affected.]
Although we have been largely successful in maintaining customer relationships in the past, there is no assurance that existing customer relationships will be renewed at existing [removed: volume,] [added: volumes,] product mix, or price levels, or at all.
If we determine that an investment is [removed: other-than-temporarily] [added: other than temporarily] impaired, the resulting impairment charge could adversely affect our results of operations.
Recent global economic challenges, including the [removed: conflict between Russia and Ukraine, the] [added: current] Middle East [removed: conflict, tensions between China and Taiwan,] [added: conflict] and relatively high inflation and interest rates in certain regions, [added: which have substantially increased the cost of energy and many of the raw materials we use to produce packaging while also disrupting global supply chains,] may continue to put pressure on our business.
In fiscal year [removed: 2025,] [added: 2026,] approximately [removed: 75%] [added: 81%] of our sales revenue came from developed markets and [removed: 25%] [added: 19%] came from emerging markets.
We expect to continue to expand our operations in the future, including in [removed: the] emerging markets.
[removed: It] [added: The current Middle East conflict has negatively impacted the global economy, and it] is not possible to predict the broader or longer-term consequences of this conflict.
Continued escalation of geopolitical tensions, including the conflict in the Middle East and tensions between China and Taiwan, could result in [removed: the loss of property,] supply chain disruptions, significant inflationary pressure on raw material prices and other resources (such as energy and natural gas), fluctuations in our customers’ buying patterns given regional shortages of food ingredients and other factors, [added: lower demand by end consumers given rising inflation,] enhanced risks to our global technology infrastructure (such as through cyberattack or ransomware attack), exposure to foreign currency fluctuations, credit and capital market disruption which could impact our ability to obtain financing, [removed: increase] [added: increased] interest rates, [added: the loss of property,] and adverse foreign exchange impacts.
We have implemented safeguards, training and policies to discourage these [added: practices by our employees and agents.]
All of the raw materials we use are purchased from third parties, and our primary inputs include polymer resins and films, paper, [added: paperboard,] inks, solvents, [removed: adhesives, aluminum,] [added: adhesives] and [removed: chemicals.][added: aluminum.]
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 the [removed: conflicts between Russia and Ukraine, and] [added: conflict] in the Middle [removed: East),] [added: East and between Russia and Ukraine),] pandemics and other health crises, an increase in the demand for products manufactured from recycled materials, weather conditions and natural disasters, environmental regulations related to greenhouse gas emissions, [added: product circularity,] biodiversity and deforestation, human rights due diligence regulations, and other factors impacting supply and demand pressures.
[removed: However, there] [added: There] is no guarantee that we will be able to anticipate or mitigate commodity and input price movements or supply disruptions.
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 wars, [added: including the conflict in the Middle East,] geopolitical tensions, natural disasters, health crises, 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.
[removed: Externally, we] [added: We] continue to face labor market [removed: challenges,] [added: challenges in certain regions,] including skilled labor shortages, wage inflation, demographic shifts, and evolving workforce expectations.
As of June 30, [removed: 2025,] [added: 2026,] approximately 37% of our employees were covered by collective bargaining agreements.
For example, agricultural supply chains could be impacted by increased levels of drought or flooding and customers in coastal regions could be impacted [added: by frequent flooding.]
Significant disruptions due to [removed: accident,] [added: accidents,] labor issues, weather conditions, power outages, cyberattacks or otherwise, could negatively impact our business, financial condition, or results of operations, or cash flows.
Geopolitical instability, including as a result of the [removed: Russia-Ukraine conflict,] [added: conflict in the Middle East,] evolution, scope, and sophistication of cyber-attacks, accessibility of our data by third parties through interconnected networks, and work-from-home arrangements heighten the risk of cyber-attacks.
To date, we have not experienced any [removed: significant] [added: material] impacts.
[removed: However, our] safeguards may not always be able to prevent a cyber-attack from impacting our systems and we may not be able to successfully and timely execute our business recovery [removed: protocol or successfully integrate Berry into our cybersecurity risk programs,] [added: protocol,] which could have a material impact on our business, financial condition, results of operations, or cash flows.
Information system damages, disruptions, shutdowns, or compromises could result in production downtimes and operational disruptions, transaction errors, loss of customers and business opportunities, violation of privacy laws and legal liability, regulatory fines, penalties or intervention, negative publicity resulting in reputational damage, reimbursement or compensatory payments, and other costs, any of which could have an adverse effect on our business, financial condition, results of operations, or cash flows, which [removed: affect] [added: effect] may be material and result in a competitive disadvantage.
We rely on the successful and uninterrupted functioning of our information technology and control [removed: systems] [added: systems, which includes operating multiple enterprise resource planning systems,] to [removed: securely manage] [added: support critical business] operations and various business functions, and on various technologies to process, store, and report information about our business, and to interact with customers, suppliers, and employees around the world.
In addition, our information systems rely on internal information technology systems and third-party systems, including cloud solutions, which require different [added: security measures.]
As of June 30, [removed: 2025,] [added: 2026,] approximately [removed: 17%] [added: 15%] of our indebtedness was subject to variable interest rates.
However, if our derivative instruments are not effective in mitigating our interest rate risk, if we are under-hedged, or if a hedge provider defaults on their obligations [removed: under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations, or cash flows.]
Goodwill and Other Intangible Assets — [removed: As a result] [added: A significant write-down] of [removed: the Merger, our] goodwill [removed: and] [added: and/or] other intangible assets [removed: have increased significantly, and a significant impairment] would have a material adverse effect on our reported results of operations and financial position.
As of June 30, [removed: 2025, and after the Merger,] [added: 2026,] we had $18.7 billion of goodwill and other intangible assets.
If we fail to maintain the adequacy of our internal controls, [removed: which includes integrating Berry into our control environment in fiscal year 2026,] we could be subject to regulatory scrutiny, civil or criminal penalties, or litigation.
In addition, failure to maintain adequate internal controls could result in financial statements that do not accurately reflect our financial condition, and we may be required to restate previously published financial [removed: information, which could lead to a material adverse effect on our operations, loss of investor confidence, and a negative impact on the trading price of our common stock.]
If we are unable to detect the infringement of our intellectual property or to enforce [added: our intellectual property rights, our competitive position may suffer.]
We are, and in the future will likely become, involved in lawsuits, regulatory inquiries, and governmental and other legal proceedings that arise in the ordinary course of our business, including product liability claims, which may lead to [removed: financial or reputational damages.]
For example, we have made a public commitment to achieve net zero greenhouse gas emissions by 2050 and have set long-term emissions targets which were approved by the [removed: Science Based Targets initiative ("SBTi") and we are planning on re-submitting combined company targets given the Merger with Berry.][added: SBTi.]
However, our ESG practices may not meet the standards of all of our stakeholders, and advocacy groups may campaign for further changes based on emerging standard practices related to [removed: environmental, social, and governance] [added: ESG] issues.
Many of our large, global customers are also committing to long-term targets to reduce greenhouse gas emissions [added: and reliance on fossil fuels] within their supply chains.
A failure, or perceived failure, to respond to expectations of all parties, including with meeting our own climate-related and other ESG target ambitions, [added: whether due to our own actions or the inability of participants in our value chain to reduce emissions or otherwise support our climate objectives,] could cause harm to our business and reputation and have a negative impact on the trading price of our common stock.
Shifts in consumer preferences across the industries we serve, or in the packaging formats used to deliver those products, may arise from changes in cost, economic conditions, regulatory developments (including end user taxes), or evolving expectations related to convenience, health, environmental impact, and social considerations.
For example, increasing focus on reducing packaging waste and limiting the use of petrochemical components, may decrease demand for certain products or render portions of our existing portfolio less relevant or obsolete.
Integration — We may face challenges with integrating acquisitions and achieving the financial and other results and benefits anticipated at the time of acquisition.
We may face challenges in integrating our acquisitions with our existing operations.
The successful integration of acquisitions is complex and potential difficulties we may encounter as part of any integration process include, but are not limited to, the following: employees may voluntarily or involuntarily separate from employment with us or the acquired businesses because of the acquisitions; our management may have its attention diverted while trying to integrate the acquired businesses; we may encounter obstacles when incorporating the acquired businesses into our operations and management; we may be required to recognize impairment charges; integration may be more costly or more time consuming and complex or less effective than anticipated; and increased risk of cybersecurity incidents.
Future acquisitions also could result in potentially dilutive issuances of equity securities, the incurrence of debt, contingent liabilities, and depreciation and amortization expenses related to certain tangible and intangible assets and increased operating expenses, all of which could, individually or collectively, adversely affect our business, financial condition, results of operations, and cash flows.
We generally expect that we will realize synergy cost savings and other financial and operating benefits from our acquisitions.
For example, we expect the Merger with Berry completed in 2025 will generate estimated pre-tax annual net cost synergies by the end of the third-year post Merger of approximately $650 million from procurement, manufacturing, general and administrative, financial and revenue synergies.
While we are currently on track to achieve the targeted Berry synergies, we cannot predict with certainty that the full savings will be realized or current savings will be sustained.
If we are not able to successfully integrate our acquisitions and achieve the expected synergy cost savings, the anticipated benefits of the transaction may not be realized fully, or at all, or may take longer to realize than expected or involve more costs than expected.
Strategic Review of Portfolio — Our strategic review of our portfolio may cause disruptions to our business, may not result in the completion of transactions to restructure or divest all non-core businesses, and may not create additional value for our shareholders.
In August 2025, we announced that we had completed a review of portfolio-related strategic alternatives and identified businesses with combined sales of approximately $2.5 billion for further investigation, which could result in restructuring or sale of the identified businesses, among other options.
While we have completed, or are in the process of completing, transactions to divest non-core businesses comprising approximately $500 million of the total non-core portfolio identified, there is no assurance as to the timeline or outcome of the completion of the strategic review process, including that actions taken will increase shareholder value.
In addition, the strategic review process may require the deployment of significant resources and expenses and may cause disruption in our business given speculation and uncertainty around our ultimate actions.
If we are unable to mitigate these or other potential risks related to our strategic review of our portfolio, then this process may adversely impact our business, financial condition, results of operations, or cash flows.
Maintaining a strong ethical culture and effective compliance environment across our global operations is critical to our business.
For example, since the escalation of conflict in the Middle East, global energy markets have been disrupted resulting in higher energy prices which have had an unprecedented impact on the cost of certain raw materials used in the manufacturing and transportation of our products while also disrupting supply chains.
In addition, energy used in our operations is largely derived from non-renewable energy sources, which may increase our exposure to emissions-related regulations, including carbon pricing or carbon taxes, energy price volatility, and stakeholder reputational risks, and may require us to make investments in renewable energy and other energy-related initiatives.
Following the merger with Berry, we are continuing to integrate and align our organization, including talent strategies, systems, practices, and leadership structures across the combined business.
While this integration creates opportunities to enhance organizational capability and scale our talent strategies, it also requires effective change management to ensure continuity and retention of critical talent.
If we are unable to successfully manage this integration or retain key employees, our ability to execute our business plans and achieve expected performance outcomes could be adversely affected, which may in turn impact our financial condition, results of operations, and cash flows.
Artificial intelligence ("AI") technologies have also enabled threat actors to identify vulnerabilities at an accelerated pace, which increases the scale and sophistication of threats and which may intensify these cybersecurity risks.
However, our
We cannot guarantee that our systems will fully meet future business requirements or that upgrades will proceed as intended.
Artificial Intelligence — Our use of artificial intelligence technologies could adversely affect our business and financial results.
We are increasingly leveraging AI technologies, including data analytics and machine learning, across our business, including in R&D, operational processes, and other functional areas.
While these technologies present opportunities to enhance efficiency, innovation, and decision-making, they may not perform as intended and could generate outputs that are inaccurate, incomplete, or unreliable.
The development and deployment of AI involves significant operational, legal, regulatory, and reputational risks, and there can be no assurance that our use of AI will result in the anticipated benefits.
In addition, our vendors and third-party partners may incorporate AI into their products or services in ways that do not comply with existing or evolving laws, regulations, or industry standards, which could expose us to additional risk.
Further, the unauthorized or improper use of open-source AI tools or generative platforms by employees or third parties could result in the inadvertent disclosure or misuse of our confidential information or intellectual property.
Any of these factors could adversely impact our business, financial condition, and results of operations.
under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations, or cash flows.
information, which could lead to a material adverse effect on our operations, loss of investor confidence, and a negative impact on the trading price of our common stock.
financial or reputational damages.
As a plastics packaging manufacturer, we face risks associated with inadvertent releases of plastic materials and other chemicals used in our operations, as well as the downstream management of our products at the end of their useful lives.
Legislative and regulatory activity relating to plastic packaging, recycling, waste management, and EPR programs has increased in many jurisdictions and is expected to continue evolving.
Such developments may result in product bans or restrictions on certain packaging formats or materials or could impose additional compliance obligations, taxes, fees, or investment requirements and/or operational adjustments, and could result in increased costs, litigation, penalties, reputational harm, unplanned capital expenditures or other liabilities that may adversely affect our business, financial condition, results of operations, or cash flows.
Biodiversity-related incidents or alleged impacts in our value chain could expose us to increased compliance costs due to increasingly stringent regulations, and potential fines, legal penalties, and enforcement actions if requirements are not met.
Many of our products are manufactured using petrochemical-based raw materials.
In addition, workers throughout our value chain may be exposed to adverse impacts related to inadequate working conditions.
Risks Relating to the Merger of Amcor and Berry
Successful Integration — The combined company may be unable to successfully integrate the businesses of Amcor and Berry in the expected time frame or at all.
The combination of two independent businesses is complex, costly, and time consuming, and we are devoting significant management time and resources to integrating the businesses and operations of the two companies.
Challenges involved in this integration include the following:
- combining the businesses of Amcor and Berry in a manner that permits the combined company to achieve the synergies, efficiencies, and growth opportunities anticipated to result from the Merger;
- retaining and integrating personnel;
- harmonizing each company's operating practices, employee development and compensation programs, internal controls and other policies, procedures, and processes;
- maintaining existing relationships with each company's customers, suppliers, and other partners and leveraging relationships with such third parties for the benefit of the combined company;
- addressing possible differences in business backgrounds, corporate cultures and management philosophies;
- consolidating each company's administrative and information technology infrastructure; and
- coordinating geographically dispersed organizations.
While we are making progress with our integration since the close of the transaction on April 30, 2025, there can be no assurances that we will be able to successfully integrate Berry's business into the combined company within the anticipated time frame, or at all, and the benefits of the Merger may not be realized fully, or at all, or may take longer to realize than expected.
If key employees terminate their employment the combined company may have to incur significant costs in identifying, hiring, training, and retaining replacements for departing employees and may lose significant expertise and talent.
In addition, if we are unable to retain personnel, including key management, who are critical to the future operations of the companies, we could face disruptions in our business.
It is also possible that the integration process could result in our inability to maintain relationships with customers, suppliers, strategic partners and other business relationships, the disruption of our ongoing business, inconsistencies in standards, controls, policies and procedures, unexpected integration issues, and higher than expected integration costs.
Substantial Merger Costs — We have incurred, and expect to continue to incur, substantial costs as a result of the Merger.
We have incurred a substantial amount of non-recurring costs associated with negotiating and completing the Merger, combining the operations of the two companies and working to achieve synergies, including financial, legal, accounting and consulting advisory fees, employee retention, severance and benefit costs, public relations, proxy solicitation and filing fees, and printing and mailing costs.
The combined company will continue to incur restructuring and integration costs in connection with the Merger.
There are processes, policies, procedures, operations, technologies and systems that must be integrated in connection with the Merger and the integration of Berry's business into the combined company.
The elimination of duplicative costs, strategic benefits and additional income, as well as any realization of other efficiencies related to the integration of the businesses, may not offset transaction and integration costs in the near term or at all.
While we have assumed that certain expenses would be incurred in connection with the Merger and the other transactions contemplated by the Merger Agreement, there are many factors beyond our control that could affect the total amount or the timing of such expenses.
Inability to Realize Merger Benefits — The combined company may be unable to realize the anticipated benefits of the Merger.
The combined company's ability to realize the anticipated benefits of the Merger in the time frame anticipated, or at all, is subject to a number of assumptions, which may or may not prove to be accurate, and other factors, many of which are beyond our control.
Difficulties in successfully integrating the two businesses and managing the expanded operations of the combined company could result in increased costs, decreased revenue and the diversion of management's time, any of which could have a material adverse effect on the business, results of operation and financial condition of the combined company.
Even if the two businesses are integrated successfully, the combined company may not fully realize the anticipated benefits of the Merger, including the anticipated cost savings, synergies and other efficiencies, that are currently expected.
Moreover, some of the anticipated benefits are not expected to occur for a period of time following the consummation of the Merger and may involve unanticipated costs in order to be fully realized.
If the combined company is not able to achieve these objectives and realize the anticipated benefits expected from the Merger within the anticipated time frame or at all, its business, results of operations and financial condition could be adversely affected, and the market price of Amcor ordinary shares could be negatively impacted.
Merger Related Tax Liabilities — Additional tax liabilities could have a material impact on our financial condition, results of operations, and/or liquidity.
We operate in a number of jurisdictions and will accordingly be subject to tax in several jurisdictions.
The tax rules to which our entities are subject are complex and Amcor and its current and future subsidiaries will be required to make judgments (including certain judgments based on external advice) as to the interpretation and application of these rules, both as to the Merger and as to the operations of Amcor and Berry, and our current and future subsidiaries.
The interpretation and application of these laws could be challenged by relevant governmental authorities, which could result in administrative or judicial procedures, actions or sanctions, the ultimate outcome of which could adversely affect us.
We are currently subject to ongoing routine tax inquiries, investigations, and/or audits in various jurisdictions and the tax affairs of Amcor and Berry, and our current and future subsidiaries will in the ordinary course be reviewed by tax authorities, who may disagree with certain positions taken and assess additional taxes.
We will regularly assess the likely outcomes of such tax inquiries, investigations or audits in order to determine the appropriateness of our tax provisions.
However, there can be no assurance that we will accurately predict the outcomes of these inquiries, investigations or audits and the actual outcomes of these inquiries, investigations or audits could have a material impact on our financial results.
Alternative consumer preferences for products in the industries that we serve or the packaging formats in which such products are delivered, whether as a result of changes in cost, economic environments, regulatory developments (including end user taxes), convenience or health, environmental, and social concerns, and perceptions, such as pressure to reduce packaging waste and the use of petrochemical components, may result in a decline in the demand for certain of our products or the obsolescence of some of our existing products.
Changing preferences for products and packaging formats may result in increased demand for other products we produce.
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.
The conflict between Russia and Ukraine has negatively impacted the global economy and led to various economic sanctions being imposed by the U.S., the European Union, the United Kingdom, and other countries against Russia.
practices by our employees and agents.
An excerpt. Shown here: 40 of 53 rewritten, 40 of 45 added and 40 of 62 removed. The counts are complete. For every sentence, read Item 1A. - Risk Factors in the FY2026 filing and the FY2025 filing.
Item 7. - Management's Discussion and Analysis of Financial Condition and Results of Operations
209 rewritten, 99 added, 62 removed, 248 unchanged
*The following is a discussion and analysis of changes in the results of operations for fiscal year [removed: 2025] [added: 2026] compared to fiscal year [removed: 2024.][added: 2025.]
A discussion and analysis regarding our results of operations for fiscal year [removed: 2024,] [added: 2025,] compared to fiscal year [removed: 2023] [added: 2024] that are not included in this Annual Report on Form 10-K can be found in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2024,] [added: 2025,] filed with the SEC on August [removed: 16, 2024] [added: 15, 2025] and incorporated by reference.*
| [removed: (in] [added: ($ in] millions) | | | | | | [removed: 2025] [added: 2026] | | | | | | [added: 2025] | | | | | | 2024 | | | [removed: | | | | | |]
| Net sales | | | | | | $ | [removed: 15,009] [added: 23,506] | | | | | 100.0 | | % | | | | $ | [removed: 13,640] [added: 15,009] | | | | | 100.0 | | % |
| Cost of sales | | | | | | [removed: (12,175)] [added: (18,816)] | | | | | | [removed: (81.1)] [added: (80.0)] | | % | | | | [removed: (10,928)] [added: (12,175)] | | | | | | [removed: (80.1)] [added: (81.1)] | | % |
| Gross profit | | | | | | [removed: 2,834] [added: 4,690] | | | | | | [removed: 18.9] [added: 20.0] | | % | | | | [removed: 2,712] [added: 2,834] | | | | | | [removed: 19.9] [added: 18.9] | | % |
| Selling, general, and administrative expenses | | | | | | [removed: (1,205)] [added: (1,931)] | | | | | | [removed: (8.0)] [added: (8.2)] | | % | | | | [removed: (1,093)] [added: (1,205)] | | | | | | (8.0) | | % |
| Amortization of acquired intangible assets | | | | | | [removed: (246)] [added: (558)] | | | | | | [removed: (1.6)] [added: (2.4)] | | % | | | | [removed: (167)] [added: (246)] | | | | | | [removed: (1.2)] [added: (1.6)] | | % |
| Research and development expenses | | | | | | [removed: (120)] [added: (170)] | | | | | | [removed: (0.8)] [added: (0.7)] | | % | | | | [removed: (106)] [added: (120)] | | | | | | (0.8) | | % |
| Restructuring, transaction and integration expenses, net | | | | | | [removed: (307)] [added: (298)] | | | | | | [removed: (2.0)] [added: (1.3)] | | % | | | | [removed: (97)] [added: (307)] | | | | | | [removed: (0.7)] [added: (2.0)] | | % |
| Other income/(expenses), net | | | | | | [removed: 53] [added: 166] | | | | | | [removed: 0.4] [added: 0.7] | | % | | | | [removed: (35)] [added: 53] | | | | | | [removed: (0.3)] [added: 0.4] | | % |
| Operating income | | | | | | [removed: 1,009] [added: 1,899] | | | | | | [removed: 6.7] [added: 8.1] | | % | | | | [removed: 1,214] [added: 1,009] | | | | | | [removed: 8.9] [added: 6.7] | | % |
| Interest income | | | | | | [removed: 49] [added: 66] | | | | | | 0.3 | | % | | | | [removed: 38] [added: 49] | | | | | | 0.3 | | % |
| Interest expense | | | | | | [removed: (396)] [added: (676)] | | | | | | [removed: (2.6)] [added: (2.9)] | | % | | | | [removed: (348)] [added: (396)] | | | | | | (2.6) | | % |
| Other non-operating income/(expenses), net | | | | | | [removed: (12)] [added: (7)] | | | | | | [removed: (0.1)] [added: —] | | % | | | | [removed: 3] [added: (12)] | | | | | | [removed: —] [added: (0.1)] | | % |
| Income before income taxes and equity in income/(loss) of affiliated companies | | | | | | [removed: 650] [added: 1,282] | | | | | | [removed: 4.3] [added: 5.5] | | % | | | | [removed: 907] [added: 650] | | | | | | [removed: 6.6] [added: 4.3] | | % |
| Income tax expense | | | | | | [removed: (135)] [added: (181)] | | | | | | [removed: (0.9)] [added: (0.8)] | | % | | | | [removed: (163)] [added: (135)] | | | | | | [removed: (1.2)] [added: (0.9)] | | % |
| Equity in income/(loss) of affiliated companies, net of tax | | | | | | [removed: 3] [added: 5] | | | | | | — | | % | | | | [removed: (4)] [added: 3] | | | | | | — | | % |
| [removed: Net income | | | | | | $] [added: Net income] | [removed: 518] | | | | | [removed: 3.5] [added: 1,106] | | [removed: %] | | | | [removed: $] [added: 518] | [removed: 740] | | | | | [removed: 5.4] [added: 740] | | [removed: %] |
| Net income attributable to non-controlling interests | | | | | | [removed: (7)] [added: —] | | | | | | — | | % | | | | [removed: (10)] [added: (7)] | | | | | | [removed: (0.1)] [added: —] | | % |
| Net income attributable to Amcor plc | | | | | | $ | [removed: 511] [added: 1,106] | | | | | [removed: 3.4] [added: 4.7] | | % | | | | $ | [removed: 730] [added: 511] | | | | | [removed: 5.4] [added: 3.4] | | % |
Amcor is the global leader in developing and producing responsible [removed: consumer] [added: primary] packaging [removed: and dispensing] solutions across a variety of materials for nutrition, health, beauty and wellness categories.
Supported by a commitment to safety, in fiscal year [removed: 2025, 77,000] [added: 2026, approximately 75,000] Amcor people generated [removed: $15.0] [added: $23.5] billion in annual sales from operations that span [removed: over] [added: approximately] 400 locations in more than 40 countries.
The Merger Agreement [removed: provides] [added: provided] for the merger of Merger Sub with and into Berry (the “Merger”), with Berry surviving the Merger as a wholly-owned subsidiary of Amcor.
In connection with the closing of the Merger, we issued approximately 846 million ordinary shares to Berry [removed: shareholders,] [added: shareholders (pre 1-for-5 reverse stock split),] excluding shares for Berry vested share-based payment and cash settled awards at closing, and paid $2.2 billion in connection with the required extinguishment of certain Berry indebtedness using the proceeds from the cumulative issuance of $2.2 billion in long-term debt in March 2025.
[removed: As previously announced, the] [added: The] Company continues to target realizing approximately $530 million of pre-tax synergies driven by procurement, supply chain, and general and administrative savings, $60 million in annual financial synergies and $60 million in pre-tax earnings benefits from growth synergies by [removed: the end of fiscal year] [added: June 30,] 2028.
The Berry Plan is expected to be completed by [removed: the end of fiscal year] [added: June 30,] 2028.
The Company also incurred [removed: $33] [added: $51] million in integration activities in fiscal year [removed: 2025] [added: 2026] in both the Global Flexible Packaging Solutions segment and the Global Rigid Packaging Solutions segment and Corporate.
Market dynamics [removed: remain] [added: have remained] challenging [removed: with] [added: during fiscal year 2026, reflecting] softer consumer demand and customer order volatility in certain markets, and [removed: higher costs] [added: cost pressures] in certain areas, including labor [removed: costs, during fiscal year 2025.][added: costs.]
While we generally [added: source and] manufacture our products in the local markets [removed: where] [added: in which] they are [removed: sold,] [added: sold and do not have operations in] the [added: Middle East, continued] volatility in [removed: tariffs] [added: tariffs, energy markets, and global logistics] may negatively impact customer and consumer demand, disrupt our supply chains, and [added: further] increase [removed: inflation, raising our costs.][added: inflationary pressures.]
In [removed: this context,] [added: response to these conditions,] we have remained focused on [removed: taking] [added: executing] price and cost actions to [removed: offset] [added: mitigate the impact of cost] inflation and [added: on] aligning our cost base with [added: prevailing] market [added: conditions, and we expect to continue these efforts.]
There is no assurance that [removed: we will meet our performance expectations or that] ongoing geopolitical tensions, including [removed: disruptions related to tariffs] [added: tariff-related developments] and other [added: macroeconomic] factors, will not negatively impact our [added: business,] financial [removed: results.][added: condition, results of operations, or cash flows.]
The [removed: expenditures associated with the Plan were completed as of June 30, 2025, with Plan cash and non-cash net expenses of $225 million, of which] [added: Company incurred] $104 million [removed: related to] [added: in] employee related expenses, [removed: $33] [added: $26] million [removed: to] [added: in other restructuring activities, $45 million in restructuring related expenses, and $19 million on] fixed asset related [removed: expenses] [added: items] (net of gains on [added: asset] disposals), [removed: $57 million to other restructuring expenses, and $31 million to restructuring related expenses.][added: with]
For further information, refer to Note 5, "Restructuring, Transaction, and Integration Expenses, Net," and Note 6, "Restructuring" of "Part II, Item 8, Notes to Consolidated Financial [removed: Statements."][added: Statements.]
In April 2025, the Argentine government lifted its capital controls over the Argentine peso and implemented a currency band within which the government will allow the Argentine peso to trade against the U.S. dollar [removed: and] [added: which] enables the Central Bank of Argentina to increase its reserves.
Highly inflationary accounting resulted in a negative impact of [added: $19 million,] $16 million and $53 million in foreign currency transaction losses that were reflected in the consolidated statements of income for the fiscal years ended June 30, [added: 2026,] 2025, and 2024, respectively.
| ($ in millions, except per share data) | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | |
| Net sales | | | | | | $ | [removed: 15,009] [added: 23,506] | | | | | $ | [removed: 13,640] [added: 15,009] | |
| Operating income | | | | | | [removed: 1,009] [added: 1,899] | | | | | | [removed: 1,214] [added: 1,009] | | |
| Operating income as a percentage of net sales | | | | | | [removed: 6.7] [added: 8.1] | | % | | | | [removed: 8.9] [added: 6.7] | | % |
*On January 14, 2026, the Company filed an amendment to its memorandum of association to effect a 1-for-5 reverse stock split (the "Reverse Split").
The Reverse Split became effective on January 14, 2026.
In connection with the Reverse Split, the par value of the Company's ordinary shares was increased to $0.05 and the Company's number of ordinary shares authorized was reduced to 1,800 million ordinary shares.
All prior year ordinary share and per share amounts throughout this Management's Discussion and Analysis of Financial Condition and Results of Operations have been retroactively adjusted to reflect the effects of the Reverse Split.*
| Net income | | | | | | $ | 1,106 | | | | | 4.7 | | % | | | | $ | 518 | | | | | 3.5 | | % |
In the third quarter of fiscal year 2026, we began reporting certain flexible operations in Latin America that were previously reported in our Global Flexible Packaging Solutions reportable segment in our Global Rigid Packaging Solutions reportable segment as we have consolidated management of our flexible and rigid packaging solutions operations in Latin America under one management team and our Chief Operating Decision Maker reviews results under this new structure.
Prior period amounts have been recast to conform with current period presentation.
In May 2026, our Board of Directors approved a change in our fiscal year end from June 30 to December 31.
The fiscal year end change will be effective for the period beginning July 1, 2026.
Significant Developments and Trends
$88 million incurred in the Global Flexible Packaging Solutions reportable segment, $90 million incurred in the Global Rigid Packaging Solutions reportable segment, and $16 million incurred in Corporate, in fiscal year 2026.
Net cash expenditures of approximately $157 million have been incurred in fiscal year 2026 for restructuring and general integration activities, with $103 million representing payments for restructuring and related expenses.
Review of Portfolio-Related Strategic Alternatives
In August 2025, we announced that we are reviewing strategic alternatives to maximize the value of our portfolio and have identified businesses with combined sales of $2.5 billion, which includes our North American Beverage business, for further review given they are less aligned with one or more core portfolio attributes including attractive growth and margin
profile, industry structure, and scale and leadership position.
Possible actions for these businesses include and are not limited to restructuring, partnership and joint venture ownership models, cash sales or a combination thereof.
In fiscal year 2026, we sold four businesses identified as part of the strategic review for cash proceeds of $298 million, excluding deferred consideration.
We also sold our investment in ePac for estimated proceeds of $79 million, including contingent and deferred consideration.
While we continue to progress in our strategic alternatives review, we have not identified a set deadline or definitive timetable for completion of the strategic alternatives review process and related actions.
Refer to the risk factor captioned "Strategic Review of Portfolio" in "Item 1A.
- Risk Factors" of this Annual Report on Form 10-K for additional information.
These conditions were driven by a combination of factors, including ongoing geopolitical tensions and conflicts, volatility and changes in U.S. domestic and global tariff frameworks, and persistent inflation across many economies, all of which have adversely affected consumption and consumer demand.
Rapid shifts in U.S. trade policy, together with sustained inflationary pressures in the United States, have further contributed to global market uncertainty and uneven demand across several end markets.
During fiscal year 2026, the escalation of conflict in the Middle East disrupted global energy markets, resulting in higher energy prices beginning in the third quarter of fiscal year 2026.
These increases have had an unprecedented impact on the cost of certain raw materials used in the manufacturing and transportation of our products.
The evolving geopolitical situation has also contributed to disruptions in global logistic networks and heightened supply-chain risks, particularly in Asia.
Continued uncertainty surrounding the conflict and fragile diplomatic efforts has contributed to ongoing volatility in energy and raw material prices and supply chain conditions.
Such conditions may also result in higher operating costs and increased working capital requirements.
However, these actions may not be sufficient to fully offset the effects of these macroeconomic and geopolitical factors.
Refer to the risk factor captioned "Trade Policy - Our business may be impacted by changes to trade policy, including tariff and custom regulations, or failure to comply with such regulations may have an adverse effect on our reputation, business, financial condition and results of operations" in "Item 1A.
- Risk Factors" of this Annual Report on Form 10-K for additional information.
In December 2025, the Central Bank of Argentina announced a new phase of its economic program which included changing its foreign exchange rate band mechanism and launching an active foreign exchange reserve accumulation program to strengthen the country's economy.
We continue to monitor the foreign currency exposure risk of our operations in Argentina, which represented less than 1% of total assets as of June 30, 2026.
| Net sales | | | | | | $ | 12,829 | | | | | $ | 10,066 | |
| Adjusted EBIT | | | | | | 1,789 | | | | | | 1,398 | | |
| ($ in millions) | | | | | | 2026 | | | | | | 2025 | | |
| Net sales | | | | | | $ | 10,677 | | | | | $ | 4,943 | |
| Adjusted EBIT | | | | | | 1,176 | | | | | | 435 | | |
Excluding the increase of sales from the Merger, net of divestments, of approximately $5,624 million, or 114%, and the positive currency impacts of $318 million, the remaining variation in net sales for fiscal year 2026 was a decrease of $208 million, or 4%, reflecting unfavorable volumes of approximately 3% and unfavorable price/mix of approximately 1%.
The pass through of movements in raw material costs had no material impact on net sales.
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
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Significant Developments Affecting the Periods Presented
The Company incurred $14 million in restructuring activities in the fourth quarter of fiscal year 2025 associated with the Berry Plan related to employee expenses in the Global Flexible Packaging Solutions segment.
To date, the Berry Plan has resulted in approximately $25 million of restructuring and integration related cash outflows.
Despite these hurdles, we have benefited from overall sales volume growth of approximately 1% during fiscal year 2025 compared to the prior fiscal year, with sales volumes in North America generally softening sequentially in the second half of fiscal year 2025.
The underlying causes for the market volatility being experienced can be attributed to a variety of factors, such as geopolitical tension and conflicts, volatility and changes in U.S. domestic and global tariff frameworks and inflation in many economies impacting consumption and consumer demand.
Rapid changes in U.S. trade policies, including the announcement of wide-spread tariff increases which were paused and then re-announced, amid persistent inflation in the U.S., has resulted in lower consumer demand across many categories.
Recent finalization of U.S. trade agreements with certain trading partners, including the United Kingdom and the European Union, helps to reduce trade tensions, but the overall impact of these agreements remains uncertain as many details still need to be negotiated.
dynamics and expect to continue to do so.
Russia-Ukraine Conflict / 2023 Restructuring Plan
Russia's invasion of Ukraine that began in February 2022 continues as of the date of the filing of this annual report.
In advance of the invasion, 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, for net cash proceeds of $365 million.
In addition, we repatriated approximately $65 million in cash held in Russia as part of the transaction.
We recorded a pre-tax net gain on sale of $215 million.
The carrying value of the Russian business had previously been impaired by $90 million in the quarter ended June 30, 2022.
On February 7, 2023, we announced that we expected to invest $110 million to $130 million of the sale proceeds from the Russian business in various cost savings initiatives to partly offset divested earnings from the Russian business (the "2023 Restructuring Plan" or the "Plan").
The Plan has resulted in $114 million of cumulative net cash outflows to date, with total net cash expenditures of $28 million remaining.
The increase in net cash spend over the original Plan is primarily the result of a pause in asset sales included in the Plan given the Merger with Berry.
Our operations in Argentina represented approximately 2% of our consolidated net sales and annual adjusted earnings before interest and tax in fiscal year 2025.
| Net sales | | | | | | $ | 10,872 | | | | | $ | 10,332 | |
| Adjusted EBIT | | | | | | 1,458 | | | | | | 1,395 | | |
Excluding the increase of sales from the Merger of approximately 4%, the positive impacts from the pass-through of higher raw material costs of $110 million, the negative currency impacts of $54 million, and the negative impacts from disposed operations of $26 million, the remaining increase in net sales for fiscal year 2025 was $74 million or 1%, reflecting favorable sales volumes of approximately 2% with growth delivered across all key regions, partially offset by unfavorable price/mix impact of approximately 1% primarily due to lower volumes in high value healthcare categories in the first half of the year.
| Net sales | | | | | | $ | 4,137 | | | | | $ | 3,308 | |
| Adjusted EBIT | | | | | | 375 | | | | | | 259 | | |
Gross profit as a percentage of sales decreased to 18.9% for fiscal year 2025, driven primarily by the amortization of the Merger related inventory step-up in acquired inventory of $133 million in the fourth quarter of fiscal year 2025.
The increase was primarily driven by the inclusion of two months of Berry SG&A in fiscal year 2025.
Other income/(expenses), net changed by $88 million, in fiscal year 2025, compared to fiscal year 2024, primarily driven by the current year lower impacts of highly inflationary accounting for subsidiaries in Argentina, indirect tax benefits, and the gain on the divestiture of Bericap.
The higher effective tax rate for fiscal year 2025 versus fiscal year 2024 is largely attributable to non-deductible expenses related to the Merger in the current period.
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net income | | | | | | 518 | | | | | | 740 | | | | | | 1,058 | | |
| Add: Transaction and integration (3) | | | | | | 202 | | | | | | — | | | | | | — | | |
| Add: Property and other losses, net (4) | | | | | | — | | | | | | — | | | | | | 2 | | |
(4)Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance recovery related to the closure of the Company's South African business.
Fiscal year 2023 includes a pre-tax net gain on the sale of the Company's Russian business of $215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict.
Fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million, pension settlement expenses of $5 million, and fair value gains of $16 million on economic hedges.
(10)Adjustments to interest expense includes incremental non-cash interest expense incurred in connection with the Merger.
Refer to Note 4, "Acquisitions and Divestitures."
An excerpt. Shown here: 40 of 209 rewritten, 40 of 99 added and 40 of 62 removed. The counts are complete. For every sentence, read Item 7. - Management's Discussion and Analysis of Financial Condition and Results of Operations in the FY2026 filing and the FY2025 filing.
Item 7A. - Quantitative and Qualitative Disclosures About Market Risk
15 rewritten, 2 added, 0 removed, 24 unchanged
From time to time, we enter into various derivative financial instruments, such as foreign exchange contracts, commodity fixed price swaps (on behalf of customers), [removed: cross currency] [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 inflation and market volatility attributed to a variety of factors, including the [removed: Russia-Ukraine] [added: Middle East] conflict, in the last three fiscal years.
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: 2025,] [added: 2026,] would have resulted in an adverse impact on income before income taxes and equity in income/(loss) of affiliated companies of [removed: $24] [added: $20] million expense for the fiscal year ended June 30, [removed: 2025.][added: 2026.]
For the year ended June 30, [removed: 2025,] [added: 2026,] 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: $49] million.
The measures taken in April 2025 resulted in a devaluation of approximately 10% and have [removed: increased foreign exchange volatility while helping] [added: helped] to reduce inflation in Argentina.
As of June 30, [removed: 2025,] [added: 2026,] 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 $6 million.
Our operations in Argentina represented approximately [removed: 2%] [added: 1%] of our consolidated net sales and annual adjusted earnings before interest and tax in fiscal year [removed: 2025.][added: 2026.]
During both fiscal years [removed: 2025] [added: 2026] and [removed: 2024,] [added: 2025,] 51% of our net sales, respectively, were effectively generated in U.S. dollar functional currency entities.
During fiscal year [removed: 2025] [added: 2026] and [removed: 2024, 18%] [added: 2025, 21%] and [removed: 16%,] [added: 18%,] respectively, of our net sales were generated in Euro functional currency entities with the remaining [removed: 31%] [added: 28%] and [removed: 33%] [added: 31%] of net sales, respectively, being generated in entities with functional currencies other than U.S. dollars and Euros.
[removed: The impact of translating Euro and other non-U.S. dollar net sales and] operating expenses into U.S. dollar for reporting purposes will vary depending on the movement of those currencies from period to period.
The primary raw materials for our products are polymer resins and films, [added: paper, paperboard,] inks, solvents, [removed: adhesives, aluminum, linerboard, paper,] [added: adhesives] and [removed: chemicals.][added: aluminum.]
[removed: Changes] [added: An increase] in prices of our primary raw materials may result in a temporary or permanent reduction in income before income taxes and equity in income/(loss) of affiliated companies depending on the level of recovery by material type.
Across our business, we have a number of contractual provisions that allow for [removed: passing on] [added: pass through] of raw material price fluctuations to customers within predefined periods.
A hypothetical but reasonably possible 1% increase on average prices for polymer resins and films, inks, solvents, adhesives, aluminum, [removed: linerboard, paper] [added: paperboard] and [removed: chemicals,] [added: paper,] 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 income/(loss) of affiliated companies of approximately [removed: $97] [added: $85] million for fiscal year [removed: 2025] [added: 2026] before any contractual pass-through to selling price.
As of June 30, [removed: 2025,] [added: 2026,] and [removed: 2024,] [added: 2025,] 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.
In December 2025, the Central Bank of Argentina announced a new phase of its economic program which included changing its foreign exchange rate band mechanism and launching an active foreign exchange reserve accumulation program to strengthen the country's economy.
The impact of translating Euro and other non-U.S. dollar net sales and
Item 1. - Business
53 rewritten, 27 added, 42 removed, 120 unchanged
Today, we are the global leader in developing and producing responsible [added: primary] consumer packaging and dispensing solutions across a variety of materials for nutrition, health, beauty and wellness categories.
Our global product innovation and sustainability expertise enables us to solve packaging challenges around the world every day, producing a range of [removed: flexible packaging, rigid packaging, cartons] [added: packaging] and [removed: closures] [added: dispensing solutions] that are more sustainable, functional and appealing for our customers and their consumers.
On April 30, 2025, we completed our merger ("Merger") with Berry Global Group, Inc. ("Berry"), a global manufacturer of rigid and flexible packaging [removed: products,] [added: products] pursuant to the Agreement and Plan of Merger (the [removed: "Merger Agreement")] [added: “Merger Agreement”)] between Amcor, Aurora Spirit, Inc., a Delaware corporation and [removed: wholly-owned] [added: wholly owned] subsidiary of the Company, and [removed: Berry dated,] [added: Berry, dated] November 19, 2024.
Amcor is the global leader in [added: primary] consumer packaging and dispensing solutions for nutrition, health, beauty and wellness categories.
We have leading positions in large, resilient and growing end markets where we have significant room for growth via disciplined organic growth and long-term strategic mergers and [removed: acquisitions which requires innovative and advanced solutions.][added: acquisitions.]
[added: Long-term value creation has been strong] and [added: consistent and] has reflected [added: strong cash flow generation combined with disciplined redeployment into] 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 [removed: buybacks.][added: buybacks, while maintaining an investment-grade credit rating.]
[removed: The] [added: When full synergies are achieved, the] strategic Merger with Berry is expected to [removed: significantly] [added: further] increase cash generation, enabling increased investment in organic [removed: growth,] [added: growth and] targeted acquisitions, [added: enabling us to sustain our track record of strong] and [removed: enhanced shareholder returns, driving] [added: consistent] long-term value creation.
The reportable segments produce [removed: flexible packaging, rigid packaging, specialty cartons, and dispensing closure products,] [added: differentiated solutions,] which are sold to customers participating in a range of attractive end [removed: use areas] [added: markets] throughout Europe, North America, Latin America, [removed: Middle East, Africa,] and the Asia Pacific regions.
With approximately [removed: 42,000] [added: 36,000] employees at [removed: 210] [added: approximately 190] manufacturing and support facilities in [removed: 36] [added: 33] countries as of June 30, [removed: 2025,] [added: 2026,] the Global Flexible Packaging Solutions [removed: Segment] [added: segment] is one of the world's largest suppliers of polymer resin, aluminum, and fiber based flexible [removed: packaging.][added: packaging solutions.]
In fiscal year [removed: 2025,] [added: 2026,] the Global Flexible Packaging Solutions segment accounted for approximately [removed: 72%] [added: 55%] of consolidated net sales.
Our Global Rigid Packaging Solutions [removed: Segment] [added: segment] manufactures rigid packaging containers, closures, dispensing and pharma [added: delivery] devices, and related products globally.
As of June 30, [removed: 2025,] [added: 2026,] the Global Rigid Packaging Solutions segment employed approximately [removed: 34,000] [added: 38,000] employees at [removed: 213] [added: approximately 210] manufacturing and support facilities in [removed: 34] [added: 33] countries.
In fiscal year [removed: 2025,] [added: 2026,] the Global Rigid Packaging Solutions [added: segment] accounted for approximately [removed: 28%] [added: 45%] of consolidated net sales.
Behind every one of our products stands a unique combination of technical know-how, business experience, and [added: innovation] expertise.
We [removed: work] [added: embrace a growth-oriented mindset, working] closely with our customers to identify feasible, high-performance, responsible packaging solutions based on their unique needs.
Sustainability is [added: also] comprehensively embedded across our business, from the investments we are making in packaging innovation and design, to the work we undertake within our own operations and with our upstream and downstream partners to develop a more responsible packaging value chain.
We believe there will always be a role for the primary packaging [added: solutions] we produce to preserve food, beverages, and healthcare products, [removed: as well as] protect consumers, and promote brands.
In January 2018, we became the world’s first packaging company to pledge [added: via our global commitment] that all our packaging would be designed to be recyclable, compostable, or reusable by 2025, and also committed to [removed: increasing the amount of] [added: using 10% post-consumer] recycled [added: ("PCR")] materials [removed: we use.][added: in our packaging.]
Innovation is central to Amcor’s [removed: approach to sustainability] [added: success] and [added: in fiscal year 2026] we [removed: expect to spend] [added: spent] approximately [removed: $180] [added: $170] million [removed: a year] on research and development [removed: ("R&D") after the Merger,] [added: ("R&D"),] not including ongoing investments in continuous improvements.
We are highly regarded for our innovation capabilities and have over 7,000 patents, registered designs and trademarks, as well as a global network of Innovation Centers focused on bringing advanced packaging technologies and more sustainable material science to our markets [removed: around the world.]
Drawing on our unrivaled heritage in design, science, and manufacturing, [added: our] approximately 1,500 [removed: Amcor] R&D professionals [added: and engineers] are constantly innovating across new materials, formats, functions, and technologies to provide products with superior clarity, protection, design versatility, consumer safety, convenience, cost efficiency, barrier properties and environmental performance.
For more than a decade, [removed: our EnviroAction program has helped us significantly improve] [added: we have implemented programs focused on improving] how we manage energy, greenhouse gas (GHG) emissions, water, and waste in our manufacturing locations.
Our decarbonization [removed: roadmap, which was released at the start of fiscal year 2025,] [added: roadmap] outlines [removed: our strategy for continuing momentum] [added: how we will achieve these targets] by focusing on five key GHG emission levers: renewable electricity, supply chain footprint reduction, recycled materials, product redesign, and operational efficiency.
Sales offices and plants are located primarily throughout Europe, North America, Latin America, and the Asia-Pacific regions to [removed: provide prompt and economical service to thousands of customers.]
Competitors include 3M, AptarGroup, Inc., [added: Avery Dennison Corporation,] Ball Corporation, [removed: Inc, CCL Industries Inc.,] Crown Holdings, Inc., Graphic Packaging [removed: Holding Company,] [added: International, Inc.,] Huhtamaki Oyj, International Paper Company, [removed: Mayr-Melnhof Karton AG,] O-I Glass, Inc., [removed: Sealed Air Corporation, Sigma Plastics Group,] [added: Orora Limited, Packaging Corporation of America,] Silgan Holdings Inc., [added: Smurfit WestRock,] and Sonoco Products Company, and a variety of privately held companies.
Polymer resins and films, paper, [removed: linerboard, rayon, polyester fiber,] [added: paperboard,] inks, solvents, adhesives, [removed: aluminum,] and [removed: chemicals] [added: aluminum] constitute the major raw materials we use.
While we have experienced industry-wide shortages of certain raw materials in the past, [added: including following the Middle East conflict that began in February 2026,] we have been able to manage supply disruptions by working closely with our suppliers and customers.
[removed: We also] [added: In addition, we] keep certain technology and processes as trade secrets.
For a more detailed description of the various laws and regulations that affect our [removed: business,] [added: business and related risks,] see "Item 1A.
Our business and operations of each of the reportable segments are subject to moderate seasonality with demand usually increasing towards the [removed: end] [added: middle] of [removed: our fiscal] [added: the calendar] year due to increased demand for beverage and food products in certain markets.
Historically, cash flow from operations has been lower in the [removed: first half of the fiscal year,] [added: six months ending December 31,] and higher in the [removed: second half of the fiscal year,] [added: six months ending June 30,] due to moderate seasonality, working capital requirements, and the timing of certain cash payments made in the [removed: first half of the year,] [added: six months ending December 31,] including incentive compensation.
Refer to section [removed: "Sustainability and Innovation"] [added: "Business Strategy"] within "Item 1.
As we continue [added: to integrate and transform] our business [removed: transformation] following the [removed: recent] combination with Berry, we remain focused on building a purpose-driven, high-performing, and inclusive culture that supports innovation, operational excellence, and sustainable growth.
As of June 30, [removed: 2025,] [added: 2026,] Amcor employed approximately [removed: 77,000] [added: 75,000] employees globally, including part-time and temporary workers.
The regional breakdown is approximately [removed: 38%] [added: 39%] in North America, [removed: 35%] [added: 34%] in Europe, Middle East, and Africa, 12% in Latin America, and 15% in the Asia Pacific region.
As of June 30, [removed: 2025,] [added: 2026,] about [removed: 4%] [added: 2%] of employees were working under expired contracts, and approximately [removed: 16%] [added: 19%] were covered under agreements due to expire within one year.
[removed: Our] [added: We track health and safety metrics to identify issues and trends and provide our] Board of Directors [removed: receives] [added: with] monthly reports on safety performance and compliance with our global EHS standards.
Our HR [removed: Strategy] [added: strategy] is anchored in our Employer Value [removed: Proposition:] [added: Proposition,] "Possibility unpacked.
For the world." This reflects our commitment to creating meaningful [removed: development] opportunities for our people [added: to learn, develop, and thrive] while advancing [removed: Amcor’s] [added: Amcor's] long-term [removed: goals.][added: growth and value creation objectives.]
Examples of our global leadership programs include the [removed: Executive Development Program (“EDP”) which provides senior leaders with an immersive experience focused on strategy development and talent management, and the] Senior Leader Development Program [removed: ("SLDP")] which builds strategic management capabilities and inclusive leadership skills among a broader leadership population.
Change of Fiscal Year
Historically, we have reported on a fiscal year basis starting July 1 and ending June 30.
On May 1, 2026, our Board of Directors acted to change our fiscal year end to a year beginning on January 1 and ending December 31.
We plan to report our financial results for the six-month transition period of July 1, 2026 through December 31, 2026, on a Transition Report on Form 10-K/T and to thereafter file an Annual Report on Form 10-K beginning with the first full calendar fiscal year ending on December 31, 2027.
Our fiscal quarters will remain calendar quarters.
Prior to filing our transition report, we will file a Quarterly Report on Form 10-Q for the quarter ending September 30, 2026.
In this Form 10-K, the fiscal years ended on June 30, 2026, 2025 and 2024 are referred to as "fiscal year 2026", "fiscal year 2025" and "fiscal year 2024", respectively.
We believe we are uniquely positioned to deliver exceptional value to our customers by leveraging our global scale and innovation and sustainability capabilities to offer a broad range of differentiated consumer packaging and dispensing solutions using a variety of materials including paper, aluminum, polymer resins, recycled, and bio-based materials.
around the world.
We announced the outcome of this journey in our 2025 Sustainability Report and building on this progress, committed to the next phase of our journey, setting 2030 targets for recycled content.
We established ambitious near-term and net zero science-based targets to reduce GHG emissions and achieve net zero emissions by 2050 which were validated by the Science Based Targets initiative ("SBTi") in fiscal year 2026.
We believe this strategy will help us continue to deliver sustainable value aligned with Amcor’s "Shareholder Value Creation Model".
provide prompt and economical service to thousands of customers.
We remain focused on building a scalable Human Resources ("HR") strategy that enables our people and business to grow together.
Following the merger with Berry, we continue to align elements of our organizational structures, leadership teams, and people practices to support consistency, fairness, and an enhanced employee experience across our global organization.
We also maintain a structured approach to talent reviews and succession planning across the organization, using common talent assessment practices and regular talent review discussions to identify, develop, and prepare leaders for future opportunities.
These processes support leadership continuity while informing targeted development investments across the business.
By reinforcing a common culture across the organization, the framework supports collaboration, performance, and a shared understanding of expectations and ways of working across all levels and locations.
To reinforce our culture through everyday actions, we also recently strengthened our employee recognition approach through the Amcor Diamond Award, our global recognition program celebrating employees who exemplify our Behaviors and make meaningful contributions across the organization.
Together with our Kudos recognition cards, these initiatives help reinforce our culture, celebrate employee contributions, and strengthen engagement across our global workforce.
We continue to reinforce a unified "One Amcor" culture through consistent leadership communications and employee engagement initiatives designed to support alignment across the combined organization.
| Stephen R. Scherger (62) | | | | | | Executive VP, Chief Financial Officer | | | | | | 2025 to present | | |
| Ryan D. Yost (50) | | | | | | Division President, Global Flexible Packaging Solutions | | | | | | 2026 to present | | |
| | | | | | | President of Avery Dennison Materials Group | | | | | | 2024 to 2026 | | |
| | | | | | | VP and General Manager of Vestcom | | | | | | 2023 to 2024 | | |
| | | | | | | VP and General Manager of Avery Dennison Identification Solutions | | | | | | 2021 to 2024 | | |
| | | | | | | VP and General Manager of Avery Dennison Printer Solutions | | | | | | 2019 to 2021 | | |
Strategy
Our business strategy is focused on three elements: customers, sustainability and innovation, and portfolio.
Customer
We embrace a growth-oriented, customer-first mindset, leveraging our global scale and capabilities to deliver exceptional value.
Sustainability and innovation
Our goal is to position ourself as the partner of choice to solve sustainability challenges across multiple substrates by driving circularity and decarbonization.
We champion effective substrate solutions intended to eliminate waste, lower our carbon footprint, and increase recycling rates, advancing both environmental impact and portfolio value.
Portfolio
We believe this strategy will help us achieve our vision to become the packaging partner of choice, known for sustainability, market leadership, delivering consistent levels of volume driven organic growth, and sustainable value aligned with Amcor’s "Shareholder Value Creation Model".
Shareholder value creation
Through our focus on our customer, sustainability and innovation, and portfolio, we generate strong cash flow and redeploy cash to consistently create superior value for shareholders.
Long-term value creation has been strong and consistent
Expertise across Packaging Materials
We believe we are uniquely positioned to offer a variety of multi format packaging solutions with a wide, differentiated portfolio of products.
Our packaging expertise covers all main packaging materials including paper, aluminum, polymer resins, recycled, and bio-based materials and the sustainable use of recyclable materials.
Consumers also want cost effective, convenient, and easy-to-use packaging with a reduced environmental footprint and a responsible end-of-life solution.
We have identified a clear path to provide food, beverages, and healthcare products to people around the world in a more sustainable way and meet our sustainability ambitions and those of our customers, by focusing on three key elements of responsible packaging: product innovation, consumer participation, and waste management infrastructure.
Our responsible packaging solutions address how the product is made, how the consumer interacts with it and what happens after the consumer uses it, offering a wide variety of options to advance sustainability while meeting our customers’ specific packaging needs.
We believe this commitment is integral to our success and offers important and exciting opportunities for growth.
In November 2022, we further increased our target for use of recycled materials to 30% by 2030.
We continue making progress toward these commitments and leading in the development of a responsible packaging value chain through our innovations and partnerships.
We collaborate with like-minded partners, including customers and suppliers, in pursuit of innovative solutions to address some of the world’s most urgent challenges, such as increasing recycling and reuse and reducing our environmental impacts.
We partner with non-governmental organizations, promising startups, and cross-industry initiatives and bodies, which enable us to learn, experience other perspectives, share our expertise, and expand our innovation.
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.
Amcor’s combination with Berry also brought several in-house recycling operations into our footprint, enabling us to drive impact on packaging circularity directly, as well as through our value chain collaborations.
We have further increased our ambition by setting near-term and net zero science-based targets to reduce GHG emissions and achieve net zero emissions by 2050.
Our targets were validated by the Science Based Targets initiative in fiscal year 2024.
The 2024 targets build on years of progress under our EnviroAction program.
Following our combination with Berry, we are in the process of re-baselining our science-based targets to reflect Amcor's updated footprint.
We plan to submit the updated targets to the Science Based Targets initiative for validation in early fiscal year 2026.
With our global scale, deep industry experience, and strong capabilities, we believe we are uniquely positioned to lead the way in meeting our customers’ growing sustainability expectations and we aspire to improve the quality of lives, protect ecosystems, and preserve natural resources for future generations.
We achieved a Total Recordable Incidence Rate ("TRIR") of 0.27 with 68% of sites injury-free for legacy Amcor during the fiscal year 2025, solidifying legacy Amcor's position as a safety leader in the packaging industry.
Our newly integrated legacy Berry operations achieved an improved TRIR of 0.57 during May and June 2025.
Following our recent business combination with Berry, we continue to embed a scalable Human Resources (HR) strategy focused on growing people in parallel with our growth as a business.
This cultural alignment is central to how we operate and grow, ensuring a shared understanding of expectations and ways of working across all levels and locations.
| | | | | | | VP, Corporate Finance | | | | | | 2014 to 2015 | | |
| Fred Stephan (60) | | | | | | Chief Operating Officer, Global Flexible Packaging Solutions | | | | | | 2025 to present | | |
| | | | | | | Chief Operating Officer, Global Flexibles | | | | | | 2024 to 2025 | | |
| | | | | | | President, Amcor Flexibles North America | | | | | | 2019 to 2024 | | |
| | | | | | | President, Bemis North America | | | | | | 2017 to 2019 | | |
An excerpt. Shown here: 40 of 53 rewritten, all 27 added and 40 of 42 removed. The counts are complete. For every sentence, read Item 1. - Business in the FY2026 filing and the FY2025 filing.
Cover and table of contents
39 rewritten, 14 added, 13 removed, 97 unchanged
For the fiscal year ended June 30, [removed: 2025][added: 2026]
[removed: ][added: ]
| Ordinary Shares, [removed: par value $0.01 per share] [added: Par Value $0.05 Per Share] | | | AMCR | | | New York Stock Exchange | | |
As of August [removed: 13, 2025,] [added: 12, 2026,] the Registrant had [removed: 2,305,359,941] [added: 462,345,690] 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: 2025] [added: 2026] 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.](#i3f31da92aaa64792ba63179b3dbb3434_16)] [added: 1.](#i6871f67cb119411dab8c40e796cb9c68_16)] | | | [removed: [Business](#i3f31da92aaa64792ba63179b3dbb3434_16)] [added: [Business](#i6871f67cb119411dab8c40e796cb9c68_16)] | | | [removed: [6](#i3f31da92aaa64792ba63179b3dbb3434_16)] [added: [6](#i6871f67cb119411dab8c40e796cb9c68_16)] | | |
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| [Item [removed: 13.](#i3f31da92aaa64792ba63179b3dbb3434_196)] [added: 13.](#i6871f67cb119411dab8c40e796cb9c68_202)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i3f31da92aaa64792ba63179b3dbb3434_196)] [added: Independence](#i6871f67cb119411dab8c40e796cb9c68_202)] | | | [removed: [120](#i3f31da92aaa64792ba63179b3dbb3434_196)] [added: [119](#i6871f67cb119411dab8c40e796cb9c68_202)] | | |
| [Item [removed: 14.](#i3f31da92aaa64792ba63179b3dbb3434_199)] [added: 14.](#i6871f67cb119411dab8c40e796cb9c68_205)] | | | [Principal Accountant Fees and [removed: Services](#i3f31da92aaa64792ba63179b3dbb3434_199)] [added: Services](#i6871f67cb119411dab8c40e796cb9c68_205)] | | | [removed: [120](#i3f31da92aaa64792ba63179b3dbb3434_199)] [added: [119](#i6871f67cb119411dab8c40e796cb9c68_205)] | | |
| [Item [removed: 15.](#i3f31da92aaa64792ba63179b3dbb3434_205)] [added: 15.](#i6871f67cb119411dab8c40e796cb9c68_211)] | | | [Exhibits and Financial Statement [removed: Schedules](#i3f31da92aaa64792ba63179b3dbb3434_205)] [added: Schedules](#i6871f67cb119411dab8c40e796cb9c68_211)] | | | [removed: [121](#i3f31da92aaa64792ba63179b3dbb3434_205)] [added: [120](#i6871f67cb119411dab8c40e796cb9c68_211)] | | |
| [Item [removed: 16.](#i3f31da92aaa64792ba63179b3dbb3434_208)] [added: 16.](#i6871f67cb119411dab8c40e796cb9c68_214)] | | | [Form 10-K [removed: Summary](#i3f31da92aaa64792ba63179b3dbb3434_208)] [added: Summary](#i6871f67cb119411dab8c40e796cb9c68_214)] | | | [removed: [128](#i3f31da92aaa64792ba63179b3dbb3434_208)] [added: [128](#i6871f67cb119411dab8c40e796cb9c68_214)] | | |
Should any risks and uncertainties develop into actual events, these developments could have a material adverse effect on Amcor's [removed: business, including the ability to successfully realize the expected benefits of the merger of Amcor and Berry Global Group, Inc. Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to:][added: business.]
- production, supply, and other commercial risks, including [added: those resulting from geopolitical conflicts and] counterparty credit risks, which may be exacerbated in times of economic volatility;
- significant disruption at [added: a] key manufacturing facility;
[added: - Management’s Discussion and Analysis] of Financial Condition and Results of Operations," and in Amcor’s subsequent filings with the Securities and Exchange Commission.
| 3.200% Guaranteed Senior Notes Due 2029 | | | AUKF/29 | | | New York Stock Exchange | | |
| 3.750% Guaranteed Senior Notes Due 2033 | | | AUKF/33 | | | New York Stock Exchange | | |
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 $19.3 billion.
| [Part I](#i6871f67cb119411dab8c40e796cb9c68_13) | | | | | | | | |
| [Part II](#i6871f67cb119411dab8c40e796cb9c68_37) | | | | | | | | |
| [Part III](#i6871f67cb119411dab8c40e796cb9c68_190) | | | | | | | | |
| [Part IV](#i6871f67cb119411dab8c40e796cb9c68_208) | | | | | | | | |
| | | | [Exhibit Index](#i6871f67cb119411dab8c40e796cb9c68_211) | | | [120](#i6871f67cb119411dab8c40e796cb9c68_211) | | |
| | | | [Signatures](#i6871f67cb119411dab8c40e796cb9c68_217) | | | [129](#i6871f67cb119411dab8c40e796cb9c68_217) | | |
Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to:
- risk of integrating acquisitions and achieving the financial and other results and benefits anticipated at the time of acquisition;
- risk that the strategic review of our portfolio may cause disruptions to our business or may not result in completion of a transaction to restructure or divest non-core businesses or may not create additional value for our shareholders;
- challenging global economic conditions, including impacts from the Middle East conflict;
- risk that the use of artificial intelligence could adversely affect our business and financial results;
The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed as of the close of the Merger with Berry Global Group, Inc. on April 30, 2025, was $21.1 billion.
| [Part I](#i3f31da92aaa64792ba63179b3dbb3434_13) | | | | | | | | |
| [Part II](#i3f31da92aaa64792ba63179b3dbb3434_37) | | | | | | | | |
| [Part III](#i3f31da92aaa64792ba63179b3dbb3434_184) | | | | | | | | |
| [Part IV](#i3f31da92aaa64792ba63179b3dbb3434_202) | | | | | | | | |
| | | | [Exhibit Index](#i3f31da92aaa64792ba63179b3dbb3434_205) | | | [121](#i3f31da92aaa64792ba63179b3dbb3434_205) | | |
| | | | [Signatures](#i3f31da92aaa64792ba63179b3dbb3434_211) | | | [129](#i3f31da92aaa64792ba63179b3dbb3434_211) | | |
- risks arising from the integration of the Amcor and Berry Global Group, Inc. ("Berry") businesses as a result of the merger completed on April 30, 2025 (the "Transaction" or "Merger");
- risk of continued substantial and unexpected costs or expenses resulting from the Transaction;
- risk that the anticipated benefits of the Transaction may not be realized when expected or at all;
- risk that the Merger-related tax liabilities could have a material impact on the Company's financial results;
- challenging global economic conditions;
- Management’s Discussion and Analysis
Item 1C. - Cybersecurity
3 rewritten, 0 added, 0 removed, 26 unchanged
Our recent merger with Berry [removed: presents] [added: presented] an opportunity to enhance and unify our cybersecurity risk programs by integrating the strengths of both legacy cybersecurity organizations.
Our CISO reports to our Vice President of Information Technology who has [removed: 29] [added: 30] years of experience in Manufacturing and Financial Services and has been leading our IT function for [added: over] 15 years.
To date, we have not experienced any [removed: significant] [added: material] impacts from cybersecurity threats.
Item 2. - Properties
4 rewritten, 1 added, 0 removed, 8 unchanged
The breakdown of our manufacturing and support facilities at June 30, [removed: 2025,] [added: 2026,] was as follows:
This segment has [removed: 210] [added: approximately 190] manufacturing and support facilities located in [removed: 36] [added: 33] countries, of which approximately 75% are owned directly by us and approximately 25% are leased from outside parties.
This segment has [removed: 213] [added: approximately 210] manufacturing and support facilities located in [removed: 34] [added: 33] countries, of which approximately [removed: 55%] [added: 60%] are owned directly by us and approximately [removed: 45%] [added: 40%] are leased from outside parties.
We [removed: also] [added: will continue to] maintain corporate offices in other regions.
Beginning in 2027, we expect to initiate the migration and consolidation of select corporate functions to a new U.S. headquarters in Miami, Florida, aligning resources more closely with our operating footprint.
Item 5. - Market for Registrant's Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
6 rewritten, 18 added, 6 removed, 6 unchanged
As of June 30, [removed: 2025,] [added: 2026,] there were [removed: 92,040] [added: 106,892] registered holders of record of our ordinary shares and CDIs.
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 30, [removed: 2020.][added: 2021.]
The graph assumes $100 was invested on June 30, [removed: 2020,] [added: 2021,] and that all dividends were reinvested.
][added: v2.jpg](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/amcr-20260630_g2.jpg)]
| | | | | | | June 30, [removed: 2020] [added: 2021] | | | | | | June 30, [removed: 2021] [added: 2022] | | | | | | June 30, [removed: 2022] [added: 2023] | | | | | | June 30, [removed: 2023] [added: 2024] | | | | | | June 30, [removed: 2024] [added: 2025] | | | | | | June 30, [removed: 2025] [added: 2026] | | |
The Peer Group consists of Ansell Limited, AptarGroup, Inc., Avery Dennison Corporation, Ball Corporation, Brambles Limited, Coles Group Limited, Conagra Brands, Inc., Crown Holdings, Inc., Danone SA, General Mills, Inc., Graphic Packaging Holding Company, Huhtamäki Oyj, International Paper Company, Johnson & Johnson, The Kraft Heinz Company, Mondelez International, Inc., Nestlé S.A., O-I Glass, Inc., Orora Limited, [removed: Pepsico,] [added: Packaging Corporation of America, PepsiCo,] Inc., The Procter & Gamble Company, [removed: Sealed Air Corporation,] Silgan Holdings Inc., Smurfit Westrock plc, Sonoco Products Company, Treasury Wine Estates Limited, Unilever PLC, Wesfarmers Limited, and Woolworths Group Limited.
Share repurchase activity during the three months ended June 30, 2026, was as follows (in millions, except number of shares, which are reflected in thousands, and per share amounts, which are expressed in U.S. dollars):
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Period | | | | | | Total Number of Shares Purchased (1) | | | | | | Average Price Paid Per Share (1)(2) | | | | | | 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 | | |
| April 1 - 30, 2026 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | — | |
| May 1 - 31, 2026 | | | | | | 200 | | | | | | 37.65 | | | | | | — | | | | | | — | | |
| June 1 - 30, 2026 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
| Total | | | | | | 200 | | | | | | $ | 37.65 | | | | | — | | | | | | | | |
(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 | | | | | $ | 112.79 | | | | | $ | 94.54 | | | | | $ | 97.66 | | | | | $ | 96.47 | | | | | $ | 96.64 | |
| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 89.38 | | | | | $ | 106.90 | | | | | $ | 133.15 | | | | | $ | 153.34 | | | | | $ | 187.57 | |
| S&P 500 Materials | | | | | | $ | 100.00 | | | | | $ | 91.27 | | | | | $ | 105.07 | | | | | $ | 114.21 | | | | | $ | 116.33 | | | | | $ | 135.80 | |
| S&P/ASX 200 | | | | | | $ | 100.00 | | | | | $ | 87.41 | | | | | $ | 98.35 | | | | | $ | 111.71 | | | | | $ | 126.55 | | | | | $ | 142.62 | |
| Peer Group | | | | | | $ | 100.00 | | | | | $ | 101.13 | | | | | $ | 107.34 | | | | | $ | 105.05 | | | | | $ | 107.15 | | | | | $ | 122.87 | |
Sealed Air Corporation was removed from the Peer Group because it no longer meets our methodology as it ceased to be publicly traded on April 9, 2026.
Packaging Corporation of America was added as the next qualifying issuer under our peer group criteria.
We believe this change continues to provide a relevant comparison for our cumulative total shareholder return.
We did not repurchase our shares during the three months ended June 30, 2025 and had no amounts outstanding under approved share repurchase programs during the three months ended June 30, 2025.
| Amcor plc | | | | | | $ | 100.00 | | | | | $ | 116.87 | | | | | $ | 131.82 | | | | | $ | 110.49 | | | | | $ | 114.14 | | | | | $ | 112.74 | |
| S&P 500 | | | | | | $ | 100.00 | | | | | $ | 140.79 | | | | | $ | 125.85 | | | | | $ | 150.51 | | | | | $ | 187.47 | | | | | $ | 215.89 | |
| S&P 500 Materials | | | | | | $ | 100.00 | | | | | $ | 148.51 | | | | | $ | 135.56 | | | | | $ | 156.05 | | | | | $ | 169.61 | | | | | $ | 172.77 | |
| S&P/ASX 200 | | | | | | $ | 100.00 | | | | | $ | 140.41 | | | | | $ | 122.73 | | | | | $ | 138.09 | | | | | $ | 156.85 | | | | | $ | 177.69 | |
| Peer Group | | | | | | $ | 100.00 | | | | | $ | 118.88 | | | | | $ | 120.30 | | | | | $ | 127.47 | | | | | $ | 124.29 | | | | | $ | 126.58 | |
Item 8. - Financial Statements and Supplementary Data
759 rewritten, 317 added, 198 removed, 1,105 unchanged
We have audited the accompanying consolidated balance sheets of Amcor plc and its subsidiaries (the “Company”) as of June 30, [removed: 2025] [added: 2026] and [removed: 2024,] [added: 2025,] and the related consolidated statements of income, of comprehensive income, of equity and of cash flows for each of the three years in the period ended June 30, [removed: 2025,] [added: 2026,] 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: 2025] [added: 2026] 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: 2025,] [added: 2026,] 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: 2025] [added: 2026] and [removed: 2024,] [added: 2025,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2025] [added: 2026] 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: 2025,] [added: 2026,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.
[added: A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and] dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
[removed: *Acquisition] [added: | Acquisition] of Berry Global Group, Inc. [removed: – Valuation of Customer Relationships*][added: | | | | | | 172.1 | | | | | | 9 | | | | | | — | | | | | | — | | |]
The [removed: preliminary] fair value of customer relationships was determined [removed: by management] using an income approach methodology, specifically the multi-period excess earnings method.
The principal considerations for our determination that performing procedures relating to the [removed: valuation] [added: goodwill impairment assessment] of [removed: customer relationships acquired in] the [removed: acquisition of Berry] [added: Global Rigid Packaging Solutions reporting unit] is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the [removed: customer relationships acquired;] [added: Global Rigid Packaging Solutions reporting unit;] (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to [removed: projected revenue growth rates, projected EBITDA,] [added: the] discount [removed: rates] [added: rate, market multiple,] and [removed: customer attrition rates for customer relationships;] [added: revenue growth;] and (iii) the audit effort [removed: involved, including] [added: involved] the use of professionals with specialized skill and knowledge.
These procedures included testing the effectiveness of controls relating to [removed: acquisition accounting,] [added: management’s goodwill impairment assessment,] including controls over [removed: management’s] [added: the] valuation of the [removed: customer relationships acquired.][added: Global Rigid Packaging Solutions reporting unit.]
These procedures also included, among others (i) [removed: reviewing the merger agreement; (ii)] testing management’s process for developing the fair value estimate of the [removed: customer relationships acquired; (iii)] [added: reporting unit; (ii)] evaluating the appropriateness of the [removed: multi-period excess earnings method] [added: discounted cash flow models] used by management; [removed: (iv)] [added: (iii)] testing the completeness and accuracy of [removed: the] underlying data used in the [removed: multi-period excess earnings method;] [added: discounted cash flow models;] and [removed: (v)] [added: (iv)] evaluating the reasonableness of the significant assumptions used by management related to [removed: projected revenue growth rates, projected EBITDA,] [added: the] discount [removed: rates,] [added: rate, market multiple] and [removed: customer attrition rates.][added: revenue growth.]
Evaluating management’s assumptions related to [removed: projected revenue growth rates, projected EBITDA,] [added: the] discount [removed: rates,] [added: rate, market multiple] and [removed: customer attrition rates for customer relationships] [added: revenue growth] involved [added: evaluating whether the assumptions used by management were reasonable] considering (i) the current and past performance of the [removed: Berry business;] [added: Global Rigid Packaging Solutions reporting unit;] (ii) the consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.
Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the [removed: multi-period excess earnings method,] [added: discounted cash flow models,] (ii) the reasonableness of [added: the] discount [removed: rates] [added: rate assumption,] and (iii) [added: the appropriateness] of the [removed: customer attrition rate assumptions for customer relationships.][added: comparative companies as well as the market multiple considered.]
| For the years ended June 30, | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | |
| Net sales | | | | | | $ | [removed: 15,009] [added: 23,506] | | | | | $ | [removed: 13,640] [added: 15,009] | | | | | $ | [removed: 14,694] [added: 13,640] | |
| Cost of sales | | | | | | [removed: (12,175)] [added: (18,816)] | | | | | | [removed: (10,928)] [added: (12,175)] | | | | | | [removed: (11,969)] [added: (10,928)] | | |
| Gross profit | | | | | | [removed: 2,834] [added: 4,690] | | | | | | [removed: 2,712] [added: 2,834] | | | | | | [removed: 2,725] [added: 2,712] | | |
| Selling, general, and administrative expenses | | | | | | [removed: (1,205)] [added: (1,931)] | | | | | | [removed: (1,093)] [added: (1,205)] | | | | | | [removed: (1,086)] [added: (1,093)] | | |
| Amortization of acquired intangible assets | | | | | | [removed: (246)] [added: (558)] | | | | | | [removed: (167)] [added: (246)] | | | | | | [removed: (160)] [added: (167)] | | |
| Research and development expenses | | | | | | [removed: (120)] [added: (170)] | | | | | | [removed: (106)] [added: (120)] | | | | | | [removed: (101)] [added: (106)] | | |
| Restructuring, transaction and integration expenses, net | | | | | | [removed: (307)] [added: (298)] | | | | | | [removed: (97)] [added: (307)] | | | | | | [removed: 104] [added: (97)] | | |
| Other income/(expenses), net | | | | | | [removed: 53] [added: $] | [added: 6] | | | | | [removed: (35)] [added: $] | [added: —] | | | | | [removed: 26] [added: $] | [added: —] | |
| Operating income | | | | | | [removed: 1,009] [added: 1,899] | | | | | | [removed: 1,214] [added: 1,009] | | | | | | [removed: 1,508] [added: 1,214] | | |
| Interest income | | | | | | [removed: 49] [added: 66] | | | | | | [removed: 38] [added: 49] | | | | | | [removed: 31] [added: 38] | | |
| Interest expense | | | | | | [removed: (396)] [added: (676)] | | | | | | [removed: (348)] [added: (396)] | | | | | | [removed: (290)] [added: (348)] | | |
| Other non-operating income/(expenses), net | | | | | | [removed: (12)] [added: (7)] | | | | | | [removed: 3] [added: (12)] | | | | | | [removed: 2] [added: 3] | | |
| Income before income taxes and equity in income/(loss) of affiliated companies | | | | | | [removed: 650] [added: 1,282] | | | | | | [removed: 907] [added: 650] | | | | | | [removed: 1,251] [added: 907] | | |
| [removed: Income] [added: Income] tax [removed: expense | | | | | | (135)] [added: expense] | | | | | | [removed: (163)] [added: $] | [added: 135] | | | | | [removed: (193)] [added: $] | [added: 163] | |
| Equity in income/(loss) of affiliated companies, net of tax | | | | | | [removed: 3] [added: 5] | | | | | | [removed: (4)] [added: 3] | | | | | | [removed: —] [added: (4)] | | |
| Net income | | | | | | $ | [removed: 518] [added: 1,106] | | | | | $ | [removed: 740] [added: 518] | | | | | $ | [removed: 1,058] [added: 740] | |
| Net income attributable to non-controlling interests | | | | | | [removed: (7)] [added: —] | | | | | | [removed: (10)] [added: (7)] | | | | | | (10) | | |
| Net income attributable to Amcor plc | | | | | | $ | [removed: 511] [added: 1,106] | | | | | $ | [removed: 730] [added: 511] | | | | | $ | [removed: 1,048] [added: 730] | |
| Basic earnings per share | | | | | | $ | [removed: 0.321] [added: 2.39] | | | | | $ | [removed: 0.505] [added: 1.60] | | | | | $ | [removed: 0.709] [added: 2.53] | |
| Diluted earnings per share | | | | | | $ | [removed: 0.320] [added: 2.38] | | | | | $ | [removed: 0.505] [added: 1.60] | | | | | $ | [removed: 0.705] [added: 2.52] | |
[removed: *See] [added: See] accompanying notes to consolidated financial statements.*
| Net income | | | | | | $ | [removed: 518] [added: 1,106] | | | | | $ | [removed: 740] [added: 518] | | | | | $ | [removed: 1,058] [added: 740] | |
| Net [removed: gains/(losses)] [added: gains] on cash flow hedges, net of tax (a) | | | | | | [removed: 2] [added: 5] | | | | | | [removed: 5] [added: 2] | | | | | | [removed: (1)] [added: 5] | | |
| Foreign currency translation adjustments, net of tax (b) | | | | | | [removed: 21] [added: 64] | | | | | | [removed: (108)] [added: 21] | | | | | | [removed: 69] [added: (108)] | | |
| Net investment hedge of foreign operations, net of tax (c) | | | | | | [removed: (60)] [added: 60] | | | | | | [removed: —] [added: (60)] | | | | | | — | | |
| Excluded components of fair value hedges | | | | | | [removed: (8)] [added: 4] | | | | | | [removed: (10)] [added: (8)] | | | | | | [removed: —] [added: (10)] | | |
| Pension, net of tax [removed: (c)] [added: (d)] | | | | | | [removed: 2] [added: (1)] | | | | | | [removed: (45)] [added: 2] | | | | | | [removed: (50)] [added: (45)] | | |
*Goodwill Impairment Assessment – Global Rigid Packaging Solutions Reporting Unit*
As described in Notes 2 and 10 to the consolidated financial statements, the Company’s goodwill balance was $12,075 million as of June 30, 2026, of which $6,056 million was associated with the Global Rigid Packaging Solutions reporting unit.
Management conducts an impairment test as of April 1 of each fiscal year or whenever events and circumstances indicate an impairment may have occurred during the financial year.
Management’s quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting unit.
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 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 Global Rigid Packaging Solutions reporting unit included key assumptions relating to the discount rate, market multiple and revenue growth.
| August 14, 2026 | | | | | |
| Other income/(expenses), net | | | | | | 166 | | | | | | 53 | | | | | | (35) | | |
*All prior periods presented have been retroactively adjusted to reflect the 1-for-5 reverse stock split effected on January 14, 2026.
See Note 2, "Significant Accounting Policies" for further information.
*All prior periods presented have been retroactively adjusted to reflect the 1-for-5 reverse stock split effected on January 14, 2026.
See Note 2, "Significant Accounting Policies" for further information.
See accompanying notes to consolidated financial statements.*
| For the years ended June 30, | | | | | | 2026 | | | | | | 2025 | | | | | | 2024 | | |
| Net income | | | | | | $ | 1,106 | | | | | $ | 518 | | | | | $ | 740 | |
| Issuance of shares for share-based awards | | | | | | | | | | | | 56 | | | | | | | | | | | | | | | | | | (56) | | | | | | | | | | | | — | | |
| Balance as of June 30, 2026 | | | | | | $ | 23 | | | | | $ | 12,255 | | | | | $ | 459 | | | | | $ | (931) | | | | | $ | (16) | | | | | $ | 11 | | | | | $ | 11,801 | |
*All prior periods presented have been retroactively adjusted to reflect the 1-for-5 reverse stock split effected on January 14, 2026.
See Note 2, "Significant Accounting Policies" for further information.
See accompanying notes to consolidated financial statements.*
Historically, the Company reported on a fiscal year basis starting July 1 and ending June 30.
Effective July 1, 2026, the Company will transition the fiscal year-end from June 30 to December 31.
The Company plans to report its financial results for the six-month transition period of July 1, 2026 through December 31, 2026, on a Transition Report on Form 10-K/T and to thereafter file an Annual Report on Form 10-K for the first full calendar fiscal year ending on December 31, 2027.
Prior to filing the transition report, the Company will file its Quarterly Report on Form 10-Q for the quarter ending September 30, 2026.
In these consolidated financial statements, the fiscal years ended on June 30, 2026, 2025 and 2024 are referred to as "fiscal year 2026", "fiscal year 2025" and "fiscal year 2024", respectively.
Reverse Stock Split
On January 14, 2026, the Company filed an amendment to its memorandum of association to effect a 1-for-5 reverse stock split (the "Reverse Split").
The Reverse Split became effective on January 14, 2026.
In connection with the Reverse Split, the par value of the Company's ordinary shares was increased to $0.05 and the Company's number of ordinary shares authorized was reduced to 1,800 million ordinary shares.
Any resulting fractional shares were settled in cash.
All share and per share amounts for all prior periods presented in the accompanying consolidated financial statements and applicable disclosures have been adjusted retroactively to reflect the Reverse Split, unless otherwise indicated.
Segment Reporting: Effective January 1, 2026, certain of the Company’s flexible operations in Latin America previously included in the Global Flexible Packaging Solutions reportable segment are now reflected in the Global Rigid Packaging Solutions reportable segment as the Company consolidated management of these flexible and rigid packaging operations under one management team and the Company's Chief Operating Decision Maker is now reviewing results under this new structure.
Prior period amounts have been recast to conform with current period presentation.
Refer to Note 21, "Segments" for information on the Company's reportable segments.
customer can only benefit from the supplied packaging.
The amount of restricted cash as of June 30, 2025 was immaterial.
The
The Company accounts for lease and non-lease components as a single lease component for all asset classes.
For certain equipment leases, the Company applies a portfolio approach in measuring and recognizing the associated operating lease ROU assets and lease liabilities.
In fiscal year 2026, the Company performed quantitative impairment tests for its two reporting units and the Company concluded that goodwill was not impaired as the fair value of the reporting units substantially exceeded their carrying values.
As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded Berry Global Group, Inc. from its assessment of internal control over financial reporting as of June 30, 2025 because it was acquired by the Company in a purchase business combination during 2025.
We have also excluded Berry Global Group, Inc. from our audit of internal control over financial reporting.
Berry Global Group, Inc. is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent 36.0% and 10.6%, respectively, of the related consolidated financial statement amounts as of and for the year ended June 30, 2025.
A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
As described in Note 4 to the consolidated financial statements, on April 30, 2025, the Company completed the merger with Berry Global Group, Inc. (“Berry”) for purchase consideration of approximately $10.4 billion.
Of the acquired intangible assets, approximately $5.5 billion were recorded relating to customer relationships.
Key assumptions used in estimating future cash flows included projected revenue growth rates, projected earnings before interest, taxes, depreciation and amortization (“EBITDA”), discount rates, and customer attrition rates.
| August 15, 2025 | | | | | |
| Balance as of June 30, 2022 | | | | | | $ | 15 | | | | | $ | 4,431 | | | | | $ | 534 | | | | | $ | (880) | | | | | $ | (18) | | | | | $ | 59 | | | | | $ | 4,141 | |
The Company reclassified prior year comparatives in the consolidated statements of income to conform to the current year's presentation which provides a standalone line item for the amortization expense on the Company's intangible assets.
These foreign currency transaction net gains or net losses, not including losses on monetary
| | | | | | | | | |
assumptions and market factors.
In fiscal year 2025, the Company performed qualitative impairment tests for its reporting units to determine whether or not indicators of impairment existed.
The Company evaluated factors including, but not limited to, macro-economic conditions, market and industry conditions, competitive environment, results of prior impairment tests, operational stability, the overall financial performance of our reporting units and the impacts of discount rates.
As a result of the qualitative assessment, no indicators of impairment were identified and the Company concluded that goodwill was not impaired.
studies of trends performed by the Company’s actuaries.
In making these assessments, management
In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2022-04 that adds certain disclosure requirements for entities that use supplier finance programs in connection with the purchase of goods and services.
The Company adopted the disclosure requirements in ASU 2022-04 on July 1, 2023, except for the amendment on roll forward information, which the Company adopted in fiscal year 2025.
See Note 7, "Supply Chain Financing Arrangements."
In November 2023, the FASB issued 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 Company adopted ASU 2023-07 in fiscal year 2025 and the adoption impacted our financial disclosures only.
See Note 21, "Segments."
The merger with Berry contributed $1,591 million in net sales and a $137 million net loss, which includes amortization of the step-up to fair value of inventory as well as intangible amortization to the Company's consolidated fiscal year 2025 results from the April 30, 2025 acquisition date.
The following is a summary of the preliminary allocation of the purchase price:
| ($ in millions) | | | | | | Preliminary acquisition-date fair values | | |
The initial purchase price allocation is preliminary in nature and subject to adjustments, which could be material.
The Company is still evaluating the fair value of acquired property, plant and equipment, intangible assets, certain income tax related items and non-controlling interest in addition to ensuring all other assets and liabilities and contingencies have been identified and recorded.
Any necessary adjustments will be finalized within one year from the date of acquisition.
not qualify for separate recognition, including assembled workforce and non-contractual relationships, as well as expected future synergies.
The preliminary fair value of customer relationships was determined using an income approach methodology, specifically the multi-period excess earnings method.
Goodwill is not deductible for tax purposes.
On August 1, 2022, the Company completed the acquisition of 100% equity interest in a Czech Republic company that operates a world-class flexible packaging manufacturing plant.
The purchase consideration of $59 million included a deferred portion of $5 million that was paid in the first quarter of fiscal year 2024.
On March 17, 2023, the Company completed the acquisition of 100% equity interest in a medical device packaging manufacturing site in Shanghai, China.
The purchase consideration of $61 million included contingent consideration of $20 million, to be earned and paid in cash over the three years following the acquisition date, subject to meeting certain performance targets.
The acquisition is part of the Company's Global Flexible Packaging Solutions reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of $40 million.
On May 31, 2023, the Company completed the acquisition of a New Zealand based leading manufacturer of state-of-the-art, automated protein packaging machines.
The purchase consideration of $45 million was subject to customary post-closing adjustments.
An excerpt. Shown here: 40 of 759 rewritten, 40 of 317 added and 40 of 198 removed. The counts are complete. For every sentence, read Item 8. - Financial Statements and Supplementary Data in the FY2026 filing and the FY2025 filing.
Item 9A. - Controls and Procedures
6 rewritten, 0 added, 3 removed, 13 unchanged
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of June 30, [removed: 2025.][added: 2026.]
Based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, [removed: 2025.][added: 2026.]
Under the supervision and with the participation of our management, including our 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: 2025.][added: 2026.]
Based on this evaluation, our management concluded that we maintained effective internal control over financial reporting as of June 30, [removed: 2025.][added: 2026.]
The effectiveness of our internal control over financial reporting as of June 30, [removed: 2025,] [added: 2026,] 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: 2025, except for those discussed above associated with our Merger with Berry,] [added: 2026] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
On April 30, 2025, we completed our Merger with Berry and have implemented new processes and internal controls related to the preparation and disclosure of our financial information.
Given the significance of the Berry acquisition and the complexity of systems and business processes, we have excluded an assessment of the internal control over financial reporting of Berry which is in accordance with SEC guidance that permits registrants to exclude a recently acquired business from the scope of management's evaluation for the first year after the acquisition is completed.
Total assets (excluding goodwill and intangible assets acquired) and revenue subject to Berry's internal control over financial reporting represented approximately 36% and 10.6% of our consolidated total assets and revenue, respectively, as of and for the year ended June 30, 2025.
Item 9B. - Other Information
1 rewritten, 0 added, 0 removed, 0 unchanged
During the three months ended June 30, [removed: 2025,] [added: 2026,] 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.
Item 10. - Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 0 removed, 8 unchanged
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: 2025,] [added: 2026,] and such information is expressly incorporated herein by reference.
Item 11. - Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
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: 2025,] [added: 2026,] and such information is expressly incorporated herein by reference.
Item 12. - Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
3 rewritten, 2 added, 2 removed, 7 unchanged
Equity compensation plans as of June 30, [removed: 2025,] [added: 2026,] were as follows:
(1)Includes outstanding option awards of [removed: 31,212,929,] [added: 8,609,586,] which have a weighted-average exercise price of [removed: $10.17, 11,990,450] [added: $44.77, 4,113,294] awards of ordinary shares issuable upon vesting of performance shares/rights, [removed: 16,759,491] [added: 2,027,006] awards of ordinary shares issuable upon vesting of share rights, and [removed: 2,416,770] [added: 1,159,041] 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: 2025,] [added: 2026,] and such information is expressly incorporated herein by reference.
| Equity compensation plans approved by security holders | | | | | | 15,908,927 | | | (1) | | | $ | 44.77 | | (2) | | | 1,513,128 | | | (3) | | |
| Total | | | | | | 15,908,927 | | | (1) | | | $ | 44.77 | | (2) | | | 1,513,128 | | | (3) | | |
| Equity compensation plans approved by security holders | | | | | | 62,379,640 | | | (1) | | | $ | 10.17 | | (2) | | | 35,901,203 | | | (3) | | |
| Total | | | | | | 62,379,640 | | | (1) | | | $ | 10.17 | | (2) | | | 35,901,203 | | | (3) | | |
Item 13. - Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
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: 2025,] [added: 2026,] and such information is expressly incorporated herein by reference.
Item 14. - Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
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: 2025,] [added: 2026,] and such information is expressly incorporated herein by reference.
Item 15. - Exhibits and Financial Statement Schedules
78 rewritten, 24 added, 1 removed, 86 unchanged
| | | | [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID](#i3f31da92aaa64792ba63179b3dbb3434_79) 1358[)](#i3f31da92aaa64792ba63179b3dbb3434_79)] [added: ID](#i6871f67cb119411dab8c40e796cb9c68_79) 1358[)](#i6871f67cb119411dab8c40e796cb9c68_79)] | | | [removed: [50](#i3f31da92aaa64792ba63179b3dbb3434_79)] [added: [51](#i6871f67cb119411dab8c40e796cb9c68_79)] | | |
| | | | [Consolidated Statements of [removed: Income](#i3f31da92aaa64792ba63179b3dbb3434_82)] [added: Income](#i6871f67cb119411dab8c40e796cb9c68_82)] | | | [removed: [52](#i3f31da92aaa64792ba63179b3dbb3434_82)] [added: [53](#i6871f67cb119411dab8c40e796cb9c68_82)] | | |
| | | | [Consolidated Statements of Comprehensive [removed: Income](#i3f31da92aaa64792ba63179b3dbb3434_85)] [added: Income](#i6871f67cb119411dab8c40e796cb9c68_85)] | | | [removed: [53](#i3f31da92aaa64792ba63179b3dbb3434_85)] [added: [54](#i6871f67cb119411dab8c40e796cb9c68_85)] | | |
| | | | [Consolidated Balance [removed: Sheets](#i3f31da92aaa64792ba63179b3dbb3434_88)] [added: Sheets](#i6871f67cb119411dab8c40e796cb9c68_88)] | | | [removed: [54](#i3f31da92aaa64792ba63179b3dbb3434_88)] [added: [55](#i6871f67cb119411dab8c40e796cb9c68_88)] | | |
| | | | [Consolidated Statements of Cash [removed: Flows](#i3f31da92aaa64792ba63179b3dbb3434_91)] [added: Flows](#i6871f67cb119411dab8c40e796cb9c68_91)] | | | [removed: [55](#i3f31da92aaa64792ba63179b3dbb3434_91)] [added: [56](#i6871f67cb119411dab8c40e796cb9c68_91)] | | |
| | | | [Consolidated Statements of [removed: Equity](#i3f31da92aaa64792ba63179b3dbb3434_94)] [added: Equity](#i6871f67cb119411dab8c40e796cb9c68_94)] | | | [removed: [56](#i3f31da92aaa64792ba63179b3dbb3434_94)] [added: [57](#i6871f67cb119411dab8c40e796cb9c68_94)] | | |
| | | | [Notes to Consolidated Financial [removed: Statements](#i3f31da92aaa64792ba63179b3dbb3434_97)] [added: Statements](#i6871f67cb119411dab8c40e796cb9c68_97)] | | | [removed: [57](#i3f31da92aaa64792ba63179b3dbb3434_97)] [added: [58](#i6871f67cb119411dab8c40e796cb9c68_97)] | | |
| | | | [Schedule II - Valuation and Qualifying Accounts and [removed: Reserves](#i3f31da92aaa64792ba63179b3dbb3434_214)] [added: Reserves](#i6871f67cb119411dab8c40e796cb9c68_220)] | | | [removed: [130](#i3f31da92aaa64792ba63179b3dbb3434_214)] [added: [130](#i6871f67cb119411dab8c40e796cb9c68_220)] | | |
| 2 | | | .2 | | | | | | [RMT Transaction Agreement, dated February 6, 2024, by and among Berry Global Group, Inc., Treasure Holdco, Inc., Glatfelter Corporation, Treasure Merger Sub I, Inc. and Treasure Merger Sub II, LLC [removed: .] (incorporated by reference to Exhibit 2.1 to Berry Global Group, Inc.'s, Current Report on Form 8-K/A filed on February 12, 2024).](https://www.sec.gov/Archives/edgar/data/1378992/000110465924014723/tm245810d1_ex2-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .4] [added: .5] | | | | | | [Form of [removed: 3.625%] [added: 3.100%] Notes due 2026 (incorporated by reference to Exhibit [removed: 4.8] [added: 4.13] to Amcor plc’s Registration Statement on Form S-4 filed on March 12, [removed: 2019).](https://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_13.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .5] [added: .4] | | | | | | [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, 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_9.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .6 | | | | | | [Form of [removed: 3.100% Notes due 2026] [added: Indenture, dated as of June 15, 1995, between Bemis Company, Inc. and U.S. Bank Trust National Association (formerly known as First Trust National Association), as trustee] (incorporated by reference to Exhibit [removed: 4.13] [added: 4.10] to Amcor plc’s Registration Statement on Form S-4 filed on March 12, [removed: 2019).](https://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_10.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .7] [added: .9] | | | | | | [removed: [Form of] [added: [Supplemental] Indenture, dated as of June [removed: 15, 1995,] [added: 13, 2019, by and] between Bemis Company, Inc. and U.S. Bank [removed: Trust] National [removed: Association (formerly known as First Trust National Association),] [added: Association,] as trustee (incorporated by reference to Exhibit [removed: 4.10 to] [added: 10.1 on] Amcor plc’s [removed: Registration Statement] [added: Current Report] on Form [removed: S-4] [added: 8-K] filed on [removed: March 12, 2019)](https://www.sec.gov/Archives/edgar/data/1748790/000104746919001142/a2237894zex-4_10.htm)] [added: June 17, 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d1.htm#Exhibit10_1_051957)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .8] [added: .7] | | | | | | [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: .9] [added: .8] | | | | | | [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: .10] [added: .79] | | | | | | [Supplemental Indenture, dated as of June 13, 2019, by and between [removed: Bemis Company, Inc.] [added: AFUI] and [removed: U.S. Bank National Association,] [added: Deutsche Bank,] as trustee (incorporated by reference to Exhibit 10.1 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_1ex10d1.htm#Exhibit10_1_051957) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .11] [added: .10] | | | | | | [Indenture, dated as of June 13, 2019, by and among Bemis Company, Inc., as issuer, Amcor plc, Amcor Limited, AFUI, Amcor UK Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 10.3 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_1ex10d3.htm#Exhibit10_3_054933) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .12] [added: .11] | | | | | | [Indenture, dated as of June 13, 2019, by and among AFUI, as issuer, Amcor plc, Amcor Limited, Bemis Company, Inc., 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: .13] [added: .12] | | | | | | [First Supplemental Indenture, dated as of May 23, 2024, among Amcor Flexibles North America, Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.4 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-4.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .14] [added: .13] | | | | | | [Second Supplemental Indenture, dated as of May 23, 2024, among Amcor Flexibles North America, Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.5 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-5.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .15] [added: .14] | | | | | | [First Supplemental Indenture, dated as of May 23, 2024, among Amcor Flexibles North America, Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.6 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-6.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .16] [added: .15] | | | | | | [First Supplemental Indenture, dated as of May 23, 2024, among Amcor UK Finance plc, Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.7 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-7.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .17] [added: .16] | | | | | | [First Supplemental Indenture, dated as of May 23, 2024, among Amcor Finance (USA), Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.8 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-8.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .18] [added: .17] | | | | | | [Indenture, dated as of May 23, 2024, among Amcor Group Finance plc, Amcor plc, Amcor Finance (USA), Inc., 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 to Amcor plc’s Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .19] [added: .18] | | | | | | [Indenture, dated as of May 29, 2024, among Amcor UK Finance plc, Amcor plc, Amcor Finance (USA), Inc., Amcor Group 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 29, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924066047/tm2414563d24_ex4-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .20 | | | | | | [Indenture, dated as of June [removed: 13, 2019,] [added: 23, 2020,] by and among [removed: AFUI,] [added: Amcor UK Finance plc,] as issuer, Amcor plc, Amcor [removed: Limited,] [added: Finance (USA), Inc., Amcor Pty Ltd,] Bemis Company, Inc., [removed: Amcor UK Finance plc] [added: Inc.] and Deutsche Bank Trust Company Americas, [removed: as] [added: the] trustee (incorporated by reference to Exhibit [removed: 10.4] [added: 4.1] on Amcor plc’s Current Report on Form 8-K filed on June [removed: 17, 2019).](https://www.sec.gov/Archives/edgar/data/1748790/000110465919035974/a19-11635_1ex10d4.htm#Exhibit10_4_084106)] [added: 23, 2020).](https://www.sec.gov/Archives/edgar/data/1748790/000110465920076111/tm2021790d16_ex4-1.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .21] [added: .19] | | | | | | [Indenture, dated as of June 19, 2020, by and among Bemis Company, Inc., 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: .22] [added: .30] | | | | | | [Indenture, dated as of [removed: June 23, 2020, by and] [added: March 17, 2025,] among Amcor [removed: UK Finance plc, as issuer,] [added: Flexibles North America, Inc.,] Amcor plc, Amcor Finance (USA), Inc., Amcor [added: UK Finance plc, Amcor] Pty [removed: Ltd, Bemis Company, Inc., Inc.] [added: Ltd] and [added: Amcor Group Finance plc and] Deutsche Bank Trust Company Americas, [removed: the] [added: as] trustee [removed: (incorporated] [added: (including the guarantees)(incorporated] by reference to Exhibit 4.1 [removed: on] [added: to] Amcor plc’s Current Report on Form 8-K filed on [removed: June 23, 2020).](https://www.sec.gov/Archives/edgar/data/1748790/000110465920076111/tm2021790d16_ex4-1.htm)] [added: March 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925024411/tm257984d11_ex4-1.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .23] [added: .21] | | | | | | [Description of the Company's Common [removed: Stock](https://www.sec.gov/Archives/edgar/data/1748790/000174879025000023/a423amcor-descriptionofsha.htm)] [added: Stock](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a421amcor-descriptionofsha.htm)] | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .24] [added: .22] | | | | | | [Description of the Company's 1.125% Guaranteed Senior Note Due [removed: 2027](https://www.sec.gov/Archives/edgar/data/1748790/000174879025000023/a424amcor-descriptionof202.htm)] [added: 2027](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a422amcor-descriptionof202.htm)] | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .25] [added: .23] | | | | | | [Description of the Company's 5.450% Guaranteed Senior Note Due [removed: 2029](https://www.sec.gov/Archives/edgar/data/1748790/000174879025000023/a425amcor-descriptionof202.htm)] [added: 2029](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a423amcor-descriptionof202.htm)] | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .26] [added: .24] | | | | | | [Description of the Company's 3.950% Guaranteed Senior Note Due [removed: 2032](https://www.sec.gov/Archives/edgar/data/1748790/000174879025000023/a426amcor-descriptionof203.htm)] [added: 2032](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a424amcor-descriptionof203.htm)] | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .27] [added: .25] | | | | | | [Form of 2.690% Guaranteed Senior Note Due 2031 (incorporated by reference to Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 25, 2021).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465921071808/tm2116581d9_ex4-3.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .28] [added: .26] | | | | | | [Form of 5.450% Guaranteed Senior Note due 2029 (incorporated by reference to Exhibit 4.3 to Amcor plc’s Current Report on Form 8-K filed on May 23, 2024).](https://www.sec.gov/Archives/edgar/data/0001748790/000110465924064676/tm2414563d5_ex4-3.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .29] [added: .27] | | | | | | [Form of 3.950% Guaranteed Senior Note due 2032 (incorporated by reference to Exhibit 4.3 to Amcor plc’s Current Report on Form 8-K filed on May 29, 2024).](https://www.sec.gov/Archives/edgar/data/1748790/000110465924066047/tm2414563d24_ex4-3.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .30] [added: .28] | | | | | | [First Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance (USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.7 on Amcor plc's Current Report on Form 8-K filed on July 1, 2022).](https://www.sec.gov/Archives/edgar/data/1748790/000110465922076855/tm2220195d1_ex4-7.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .31] [added: .29] | | | | | | [Second Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance (USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas](https://www.sec.gov/Archives/edgar/data/1748790/000110465922076855/tm2220195d1_ex4-6.htm) [(incorporated by reference to Exhibit 4.6 on Amcor plc's Current Report on Form 8-K filed on July 1, 2022).](https://www.sec.gov/Archives/edgar/data/1748790/000110465922076855/tm2220195d1_ex4-7.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .32] [added: .58] | | | | | | [Indenture, dated as of March [removed: 17, 2025,] [added: 10, 2026,] among Amcor Flexibles North America, Inc., Amcor plc, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor [removed: Pty Ltd and Amcor] Group Finance [removed: plc] [added: plc, Amcor International UK, plc, Berry Global Group, Inc., Berry Global, Inc.] and [removed: Deutsche] [added: U.S.] Bank Trust [removed: Company Americas,] [added: Company, National Association,] as trustee (including the [removed: guarantees)(incorporated] [added: guarantees) (incorporated herein] by reference to Exhibit 4.1 to Amcor plc’s Current Report on Form 8-K filed on March [removed: 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925024411/tm257984d11_ex4-1.htm)] [added: 10, 2026).](https://www.sec.gov/Archives/edgar/data/1748790/000110465926025811/tm268286d1_ex4-1.htm)] | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .33] [added: .31] | | | | | | [Form of 4.800% Guaranteed Senior Note due 2028 (incorporated by reference to Exhibit 4.5 to Amcor plc’s Current Report on Form 8-K filed on March 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925024411/tm257984d11_ex4-5.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | [removed: .34] [added: .32] | | | | | | [Form of 5.100% Guaranteed Senior Note due 2030 (incorporated by reference to Exhibit 4.6 to Amcor plc’s Current Report on Form 8-K filed on March 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925024411/tm257984d11_ex4-6.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 3 | | | .3 | | | | | | [Amended Memorandum of Association of Amcor plc, dated January 14, 2026 (incorporated by reference to Exhibit 3.1 to Amcor plc’s Form 8-K filed on January 15, 2026).](https://www.sec.gov/Archives/edgar/data/1748790/000110465926004081/tm262755d1_ex3-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .59 | | | | | | [Form of 4.250% Guaranteed Senior Note due 2029 (incorporated herein by reference to Exhibit 4.4 to Amcor plc’s Current Report on Form 8-K filed on March 10, 2026).](https://www.sec.gov/Archives/edgar/data/1748790/000110465926025811/tm268286d1_ex4-4.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .60 | | | | | | [Form of 5.125% Guaranteed Senior Note due 2036 (incorporated herein by reference to Exhibit 4.5 to Amcor plc’s Current Report on Form 8-K filed on March 10, 2026).](https://www.sec.gov/Archives/edgar/data/1748790/000110465926025811/tm268286d1_ex4-5.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .61 | | | | | | [Indenture, dated as of November 17, 2025, among Amcor UK Finance plc, Amcor plc, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor International UK, plc, Amcor Flexibles North America, Inc., Berry Global Group, Inc., Berry Global, Inc. and U.S. Bank Trust Company, National Association, as trustee (including the guarantees) (incorporated herein by reference to Exhibit 4.1 to Amcor plc’s Current Report on Form 8-K filed on November 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925113169/tm2531437d1_ex4-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .62 | | | | | | [Form of 3.200% Guaranteed Senior Note due 2029 (incorporated by reference to Exhibit 4.5 to Amcor plc's Current Report on Form 8-K filed on November 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925113169/tm2531437d1_ex4-5.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .63 | | | | | | [Form of 3.750% Guaranteed Senior Note due 2033 (incorporated by reference to Exhibit 4.6 to Amcor plc's Current Report on Form 8-K filed on November 17, 2025).](https://www.sec.gov/Archives/edgar/data/1748790/000110465925113169/tm2531437d1_ex4-6.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 4 | | | .64 | | | | | | [Description of 3.200% Senior Notes Due 2029](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a464amcor-descriptionof320.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .65 | | | | | | [Description of 3.750% Senior Notes Due 2033](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a465amcor-descriptionof375.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .71 | | | | | | [Second Supplemental Indenture, dated November 17, 2025, among Amcor Flexibles North America, Inc., Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 4.800% Guaranteed Senior Notes due 2028, 5.100% Guaranteed Senior Notes due 2030 and 5.500% Guaranteed Senior Notes due 2035.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a471secondsupplementalinde.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .72 | | | | | | [Second Supplemental Indenture, dated November 17, 2025, among Amcor Group Finance plc, Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 5.450% Guaranteed Senior Notes due 2029.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a472secondsupplementalinde.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .73 | | | | | | [Second Supplemental Indenture, dated November 17, 2025, among Amcor UK Finance plc, Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 3.950% Guaranteed Senior Notes due 2032.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a473secondsupplementalinde.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .74 | | | | | | [Third Supplemental Indenture, dated November 17, 2025, among Amcor Flexibles North America, Inc., Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 3.100% Guaranteed Senior Notes due 2026.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a474thirdsupplementalinden.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .75 | | | | | | [Third Supplemental Indenture, dated November 17, 2025, among Amcor Flexibles North America, Inc., Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 4.000% Guaranteed Senior Notes due 2025, 2.630% Guaranteed Senior Notes due 2030 and 2.690% Guaranteed Senior Notes due 2031.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a475thirdsupplementalinden.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .76 | | | | | | [Third Supplemental Indenture, dated November 17, 2025, among Amcor UK Finance plc, Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 1.125% Guaranteed Senior Notes due 2027.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a476thirdsupplementalinden.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .77 | | | | | | [Third Supplemental Indenture, dated November 17, 2025, among Amcor Finance (USA), Inc., Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 5.625% Guaranteed Senior Notes due 2033.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a477thirdsupplementalinden.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 4 | | | .78 | | | | | | [Fourth Supplemental Indenture, dated November 17, 2025, among Amcor Flexibles North America, Inc., as Substitute Issuer, Amcor International UK plc, and Deutsche Bank Trust Company Americas, relating to the 4.500% Guaranteed Senior Notes due 2028.](https://www.sec.gov/Archives/edgar/data/1748790/000174879026000022/a478fourthsupplementalinde.htm) | | | | | | Filed Herewith | | | | | | | | | | | | | | | | | |
| 10 | | | .30 | | | | | | [Mutual Settlement Agreement between Amcor Group GmbH and Michael Casamento, dated as of October 8, 2025 (incorporated by reference to Exhibit 10.3 to Amcor plc’s Form 8-K filed on October 9, 2025).*](https://www.sec.gov/Archives/edgar/data/1748790/000110465925098378/tm2528183d1_ex10-3.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 10 | | | .31 | | | | | | [Letter Agreement between Amcor plc and Stephen R. Scherger, dated as of October 8, 2025 (incorporated by reference to Exhibit 10.4 to Amcor plc’s Form 8-K filed on October 9, 2025).*](https://www.sec.gov/Archives/edgar/data/1748790/000110465925098378/tm2528183d1_ex10-4.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 10 | | | .32 | | | | | | [Amcor plc Executive Change in Control Severance Plan (incorporated by reference to Exhibit 10.1 to Amcor Plc's Form 8-K filed on September 25, 2025).*](https://www.sec.gov/Archives/edgar/data/1748790/000110465925093334/tm2526675d1_ex10-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 10 | | | .33 | | | | | | [Transition, Retirement Agreement and General Release between Amcor Flexibles North America, Inc. and Fred Stephan, dated as of June 10, 2026 (incorporated by reference to Exhibit 10.1 to Amcor plc’s Form 8-K filed on June 1](https://www.sec.gov/Archives/edgar/data/1748790/000110465926073800/tm2617161d1_ex10-1.htm)[5](https://www.sec.gov/Archives/edgar/data/1748790/000110465926073800/tm2617161d1_ex10-1.htm)[, 2026).*](https://www.sec.gov/Archives/edgar/data/1748790/000110465926073800/tm2617161d1_ex10-1.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| 10 | | | .34 | | | | | | [Letter Agreement between Amcor Flexibles North America, Inc. and Ryan D. Yost, dated as of June 10, 2026 (incorporated by reference to Exhibit 10.2 to Amcor plc’s Form 8-K filed June](https://www.sec.gov/Archives/edgar/data/1748790/000110465926073800/tm2617161d1_ex10-2.htm) [15](https://www.sec.gov/Archives/edgar/data/1748790/000110465926073800/tm2617161d1_ex10-2.htm)[, 2026).*](https://www.sec.gov/Archives/edgar/data/1748790/000110465926073800/tm2617161d1_ex10-2.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit | | | | | | | | | Description | | | | | | Form of Filing | | | | | | | | | | | | | | | | | |
| 4 | | | .65 | | | | | | [Second Supplemental Indenture, dated March 5, 2025, between Berry Global, Inc. and U.S. Bank Trust Company, National Association, relating to the 5.650% First Priority Senior Secured Notes due 2034 (incorporated by reference to Exhibit 4.5 to Berry Global Group, Inc.'s Form 8-K filed on March 5, 2025).](https://www.sec.gov/Archives/edgar/data/1378992/000110465925021035/tm258353d1_ex4-5.htm) | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 78 rewritten, all 24 added and all 1 removed. The counts are complete. For every sentence, read Item 15. - Exhibits and Financial Statement Schedules in the FY2026 filing and the FY2025 filing.
Item 16. - Form 10-K Summary
4 rewritten, 11 added, 6 removed, 38 unchanged
| | | | [removed: Michael Casamento,] [added: Stephen R. Scherger,] Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | | | | | | | | Julie Sorrells, Vice President & Corporate Controller (Principal Accounting Officer) | | |
| [added: 2025] | | | [removed: August 15, 2025] | | | [added: 24] | | | | | | [removed: August 15, 2025] [added: 4] | | | [added: | | | (5) | | | | | | 11 | | | | | | 34 | | |]
| [removed: Michael Casamento,] [added: Stephen R. Scherger,] Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | | | | | Julie Sorrells, Vice President & Corporate Controller (Principal Accounting Officer) | | |
Fiscal year [added: 2026 and] 2025 [removed: includes] [added: include $12 million and] $10 million impact from the Merger.
| By | | | /s/ Stephen R. Scherger | | | | | | By | | | /s/ Julie Sorrells | | |
| | | | August 14, 2026 | | | | | | | | | August 14, 2026 | | |
| /s/ Stephen R. Scherger | | | | | | /s/ Julie Sorrells | | |
| August 14, 2026 | | | | | | August 14, 2026 | | |
| August 14, 2026 | | | | | | August 14, 2026 | | |
| August 14, 2026 | | | | | | August 14, 2026 | | |
| August 14, 2026 | | | | | | August 14, 2026 | | |
| August 14, 2026 | | | | | | August 14, 2026 | | |
| August 14, 2026 | | | | | | August 14, 2026 | | |
| August 14, 2026 | | | | | | | | |
| 2026 | | | | | | $ | 34 | | | | | $ | 7 | | | | | $ | (4) | | | | | $ | 11 | | | | | $ | 48 | |
| By | | | /s/ Michael Casamento | | | | | | By | | | /s/ Julie Sorrells | | |
| /s/ Michael Casamento | | | | | | /s/ Julie Sorrells | | |
| August 15, 2025 | | | | | | August 15, 2025 | | |
| August 15, 2025 | | | | | | | | |
| 2025 | | | | | | $ | 24 | | | | | $ | 4 | | | | | $ | (5) | | | | | $ | 11 | | | | | $ | 34 | |
| 2023 | | | | | | 25 | | | | | | 3 | | | | | | (8) | | | | | | 1 | | | | | | 21 | | |