Avery Dennison (AVY) 10-K risk factor changes: FY2020 vs FY2019

The risk factors described in this [removed: section, as well as the matters generally described in this Annual Report on Form 10-K and the documents incorporated herein by reference,] [added: section] could materially adversely affect our business, including our results of operations, cash flows and financial condition, and cause the value of our securities to decline.

The demand for our products is impacted by the effects of, and changes in, worldwide economic, [added: social,] political and market conditions, which could have a material adverse effect on our business.

In [removed: 2019,] [added: 2020,] approximately [removed: 77%] [added: 76%] of our [added: net] sales were from international operations.

[removed: Macroeconomic developments such as] slower growth in the geographic regions in which we operate, the restructuring of European sovereign and other debt obligations, the impact of the [removed: United Kingdom’s (“UK’s”)] exit [added: of the United Kingdom (“UK”)] from the European Union [removed: on January 31, 2020] (commonly known as “Brexit”), and uncertainty in the global credit or financial markets leading to a loss of consumer confidence could result in a material adverse effect on our business as a result of, among other things, reduced consumer spending, declines in asset valuations, diminished liquidity and credit availability, volatility in securities prices, credit rating downgrades, and fluctuations in foreign currency exchange rates.

Fluctuations in currencies, such as those associated with the [removed: euro, Chinese Yuan (renminbi), and] Brazilian [removed: real] [added: real, Indian rupee, Mexican peso, and euro] in [removed: 2019,] [added: 2020,] can result in a variety of negative effects, including lower [removed: revenues,] [added: net sales,] increased costs, lower gross margin percentages, increased allowances for [removed: doubtful accounts] [added: credit losses] and/or write-offs of accounts receivable, and required recognition of impairments of capitalized assets, including goodwill and other [removed: intangibles.][added: intangible assets.]

Over the past few years, the U.S. government has imposed additional tariffs on products imported into the U.S. This has resulted in reciprocal tariffs on goods imported from the U.S. into China, the European Union, [removed: Mexico, Canada,] and certain other countries.

There remains a [removed: significant] risk that [added: our business could be significantly impacted if] additional tariffs or other restrictions [removed: could be] [added: are] imposed on products imported from these or other countries, or [removed: that] [added: if] relations with these countries [removed: could] more broadly deteriorate.

These countries may continue [removed: to retaliate by imposing] [added: to, or other countries may begin to, impose] similar tariffs or restrictions on products imported from the U.S. Any of these actions or further developments in international trade relations could have a material adverse effect on our business.

In addition, business and operational disruptions or delays caused by political, social or economic instability and unrest – such as civil, political and economic disturbances in places such as [added: the U.S.,] Russia, Ukraine, Syria, Iraq, Iran, Turkey, North Korea, Hong Kong, and Chile and the related impact on global stability, terrorist attacks and the potential for other hostilities, public health crises or natural disasters in various parts of the world – could contribute to a climate of economic and political uncertainty that in turn could have material adverse effects on our business.

We are not able to predict the duration and severity of adverse economic, [added: social,] political or market conditions in the U.S. or other countries.

The substantial majority of our [added: net] sales in [removed: 2019] [added: 2020] was in foreign currencies.

[removed: If this were to occur, the assets we hold in a country that re-introduces its local currency could be significantly devalued, the cost of raw materials or our manufacturing] operations could substantially increase, and the demand and pricing for our products could be materially adversely affected.

We are affected by changes in our markets due to competitive conditions, technological developments, [added: environmental standards,] laws and regulations, and customer preferences.

[removed: In recent years, there has been an accelerated focus on sustainability and transparency in reporting, with greater consumer concern regarding climate change and single-use] plastics, corporate commitments [added: and increasing stakeholder expectations] regarding the reuse and recyclability of plastic packaging and recycled content, and increased regulation across multiple geographies regarding the collection, recycling and use of recycled content.

A significant amount of our [added: net] sales [added: – approximately half of our net sales in 2020 –] is [removed: derived from] [added: originated in] emerging markets, including countries in Asia, Latin America and Eastern Europe.

For example, while [removed: China and other] emerging markets [removed: continued to contribute] [added: contributed] positively to our results in [removed: 2019,] [added: 2020,] we believe that local economic conditions [added: in certain countries] negatively impacted our results [removed: in China] for the year, most notably in [added: India and China, largely affecting] our [removed: IHM] [added: Label and Graphic Materials (“LGM”) reportable] segment [removed: with the decline in] [added: and industrial and] automotive [removed: production.][added: production in our IHM reportable segment.]

Our business operations may be adversely affected by the current and future political environment in China, including as a result of its response to tariffs instituted by the U.S. government on goods imported from [removed: China and] [added: China,] any [removed: potential] trade [removed: agreement] [added: agreements] entered into between the U.S. and [removed: China.][added: China, and tensions as a result of the two countries’ relationships with Hong Kong and Taiwan.]

There could be [removed: further restrictions on our ability to travel or] disruptions in our supply chain or ability to manufacture our products, as well as temporary closures of our facilities or those of our suppliers or customers, any of which could impact our sales and operating results.

The extent to which the [removed: novel coronavirus] [added: pandemic] will impact our [added: financial] results is dependent on future developments, which are uncertain and unpredictable.

[removed: Any widespread health crisis could] [added: has] adversely [removed: affect] [added: affected] the economies and financial markets in impacted countries, [added: and further escalation of the health crisis could] potentially [removed: leading] [added: lead] to [removed: an] [added: a more significant] economic downturn that could adversely affect demand for our products and negatively impact our business.

A substantial portion of our employees and assets are located outside of the U.S. and, in [removed: 2019,] [added: 2020,] the substantial majority of our sales was generated from customers located outside of the U.S. International operations and activities involve risks that are different from and potentially greater than the risks we face with respect to our domestic operations, including our less extensive knowledge of and relationships with contractors, suppliers, distributors and customers in certain of these markets; changes in foreign political, regulatory and economic conditions, including nationally, regionally and locally; material adverse effects of changes in exchange rates for foreign currencies; inflation; reduced protection of intellectual property rights; laws and regulations impacting the ability to repatriate foreign earnings; challenges of complying with a wide variety of foreign laws and regulations, including those relating to sales, operations, taxes, employment and legal proceedings; establishing effective controls and procedures to regulate our international operations and monitor compliance with U.S. laws and regulations such as the Foreign Corrupt Practices Act and similar foreign laws and regulations, such as the UK’s Bribery Act of 2010; differences in [removed: lending practices; challenges with complying with applicable export and import control laws and regulations; and differences in languages, cultures and time zones.]

[removed: We also] [added: In recent years, we] completed the following acquisitions for an aggregate of approximately $340 million: Yongle Tape Ltd., a China-based manufacturer of specialty tapes and related products used in a variety of industrial markets; Finesse Medical Ltd., an Ireland-based manufacturer of healthcare products used in the management of wound care and skin conditions; and the net assets of Hanita Coatings Rural Cooperative Association Limited, an Israel-based pressure-sensitive manufacturer of specialty films and laminates, and stock of certain of its subsidiaries.

[removed: In addition, we continued] [added: We continue] to evaluate potential [added: acquisition] targets and ensure we have a robust pipeline of [removed: acquisition] opportunities.

Effective integration of systems, controls, employees, product lines, market segments, customers, suppliers, and production facilities and cost savings can be difficult to achieve and the results of integration [removed: actions] [added: activities] are uncertain.

Future acquisitions could result in [added: increased] debt, dilution, liabilities, [removed: increased] interest expense, restructuring charges and amortization expenses related to intangible assets.

Further, we may not be able to identify value-accretive [added: acquisition] targets that support our strategy of increasing our exposure to high value product categories or execute additional acquisitions in the future.

Shortages and inflationary or other increases in the costs of raw materials, [removed: labor] [added: labor, freight] and energy have occurred in the past, and could recur.

In 2018, we implemented targeted price increases in our LGM [added: reportable] segment in all regions to address raw material inflation that moderated in 2019.

Our performance depends in part on our ability to offset cost increases for raw materials by raising our selling prices [removed: and re-engineering our products.][added: or]

We may experience supply chain interruptions due to natural and other disasters or other events, [removed: or our existing relationships with suppliers could be terminated in the future.][added: such as]

For example, some converter customers served by our LGM [added: reportable] segment have consolidated and integrated vertically.

While we [removed: have] generally [added: have] been successful at managing customer consolidations, increased pricing pressures from our customers could have a material adverse effect on our business.

We manufacture most of our products, but we also occasionally use third-party manufacturers to optimize production efficiencies, manage capacity overflow, and produce specialty jobs, [removed: particularly] [added: most significantly] in our RBIS [removed: segment.]

While we have [removed: stringent] [added: robust] onboarding processes and [removed: continuous] [added: continually assess the] performance [removed: assessments for] [added: of] these outsourced manufacturers, we may experience quality issues and customer dissatisfaction that could have a material adverse effect on our business.

[removed: Both pre-shipping] and post-shipping quality issues could have material adverse effects on our business and negatively impact our reputation.

In addition to the risk of substantial monetary judgments and penalties that could have a material adverse effect on our business, product liability claims or regulatory actions could result in negative publicity that could [added: harm our reputation in the marketplace and the value of our brands.]

[removed: As our business environment changes,] we [added: have adjusted and] may need to [added: further] adjust our business strategies or restructure our operations or particular businesses.

Many of our current products are the result of our research and development [removed: efforts.][added: efforts, for which we expensed $113 million in 2020.]

[removed: Our research] [added: These] efforts are directed primarily toward developing new products and operating techniques and improving product performance, often in close association with our customers or end users.

[removed: Additionally, we] [added: We] focus on research projects related to RFID and external embellishments in our RBIS segment and medical technologies in our IHM segment, for which we [removed: hold] [added: have] and license a number of patents.

| --- | --- |

Risks Related to

COVID-19

COVID-19

has had an adverse effect on portions of our business and we could experience further negative consequences as a result of

COVID-19

that could have a material adverse effect on our business.

Overall, the pandemic had a negative impact on our consolidated financial results for 2020.

While we experienced sequential improvements in the second half of 2020, net sales for the full year were lower across our reportable segments due to the continued negative impact of the pandemic.

Net sales for the second quarter of 2020 were down approximately 15% from the same period in 2019.

However, we experienced sequential improvement in the second half of the year, resulting in our net sales for the full year being down over 1% from the prior year.

Our label and packaging materials largely serve essential categories and experienced strong demand as a result of the pandemic, given the increased consumption of packaged goods and

e-commerce

trends.

Net sales of graphics and reflective products declined due to lower demand.

Net sales in our Retail Branding and Information Solutions (“RBIS”) reportable segment declined significantly in the second quarter of 2020, though we experienced sequential improvement in the remainder of the year, driven by net sales growth in radio-frequency identification solutions.

Additionally, net sales in our Industrial and Healthcare Materials (“IHM”) reportable segment declined significantly in the second quarter mainly due to reduced industrial demand, particularly in automotive end markets, although we experienced sequential improvement in the remainder of the year.

We are unable to predict the full impact that

COVID-19

will have on our 2021 results from operations, financial condition, liquidity and cash flows due to numerous uncertainties, including the duration and severity of the pandemic and containment measures and the related macroeconomic impacts.

We continue to manage this dynamic environment and have updated our scenario planning to reflect the continuously evolving aspects of the pandemic.

The ability of our employees to work has been and may continue to be significantly impacted by

COVID-19.

Our employees have been affected by

COVID-19.

Our office and management personnel in certain countries have generally worked from home since

mid-March

2020, and some of our employees engaged in manufacturing, production and distribution facilities were at times restricted by governmental orders from coming to work.

We have experienced, and may experience in the future, temporary facility closures in response to government mandates in certain jurisdictions in which we operate.

The safety, health and well-being of our employees are our top priorities and we may need to implement further precautionary measures to help minimize the risk of our workforce being exposed to

COVID-19,

including securing supplies for our facilities and providing personal protective equipment for our employees.

Further, our management team is focused on mitigating the adverse economic effects of

COVID-19,

which required and will continue to require a large investment of time and resources across our entire company, thereby diverting attention from other priorities that existed prior to the pandemic.

If these conditions worsen, or last for an extended period of time, or there is a disruption in the technology we use to operate remotely, our ability to manage our business may be impaired, and operational, cybersecurity and other risks facing us prior to the pandemic may be elevated.

We cannot predict the impact of

COVID-19

on our customers, suppliers, vendors, and other business partners, including our financing sources, and how these impacts will affect our business.

COVID-19

The impacts on our operations to date have been insignificant although there was some volatility in the timing of purchases by the retailers served by our RBIS segment in light of trade-related uncertainty during 2019.

We are subject to fluctuations in foreign currencies, such as the euro and the Chinese Yuan (renminbi), which can cause transaction, translation and other losses, and could negatively impact our sales and profitability.

For example, in 2019, sales growth in our LGM segment was relatively low in North America and Europe due in part to share losses related to pricing actions we took in late 2018 and early 2019 to offset higher raw material costs .

In addition, a novel strain of coronavirus emerged in December 2019 beginning in Wuhan, Hubei Province, China, and, in January 2020, the World Health Organization declared the novel coronavirus a Public Health Emergency of International Concern.

As a result, many of our manufacturing and other operations in China experienced limited production and/or closure in early 2020.

In addition, many of our employees in the region have been unable to travel within and outside of the region.

This outbreak of contagious disease, as well as any other adverse public health developments – particularly in Asia where approximately 60% of our employees are located and a significant portion of our sales are generated – could have a material adverse effect on our business as our sales to customers in China (including Hong Kong) were approximately 20% of our net sales in 2019.

Although the outbreak originated in China, cases have been confirmed in other countries as well.

We expect that the coronavirus will adversely impact our first quarter and full year 2020 results; while we will take measures to try to mitigate this impact, there can be no assurance that these actions will be able to partially or fully offset the impact.

In recent years, we completed the acquisition of the European business of Mactac, a leading manufacturer of high-quality pressure-sensitive materials serving several graphics, specialty labels and industrial tapes segments, for $220 million.

Although we did not make any acquisitions in 2019, in November 2019, we announced a definitive agreement to acquire Smartrac’s Transponder (RFID Inlay) Division for approximately $250 million (€225 million), subject to certain closing and post-closing adjustments.

We expect that acquisition to be completed in the first quarter of 2020.

harm our reputation in the marketplace and the value of our brands.

We undertook a multi-year transformation of our RBIS segment focused on accelerating growth through a more regionally driven business model intended to simplify our go-to-market strategy, optimize management efficiencies and consolidate our manufacturing footprint.

In addition, we have initiated restructuring and investment actions across our businesses designed to increase profitability, such as the restructuring of the European footprint of our LGM business, which began in 2018 and continued in 2019, and actions taken in our IHM segment in 2019 to improve speed, reduce complexity and lower costs.

For example, we undertook a multi-year transformation of our RBIS segment focused on accelerating growth through a more regionally driven business model intended to simplify our go-to-market strategy, optimize

management efficiencies and consolidate our manufacturing footprint.

The restructuring of the European footprint of our LGM business, which began in 2018 and continued in 2019, and actions taken in our IHM segment to improve speed, reduce complexity and lower costs are examples of these activities.

The OECD and the European Commission continue to issue proposals that may change various aspects of the existing framework under which our tax liabilities are determined.

Additionally, in 2019,

we completed the application for an intellectual property-based tax incentive in response to a historical tax incentive that was phased out due to a change in foreign tax law.

Our provision for income taxes in 2019 reflected the related tax benefit of this incentive based on our best estimate while our request for a tax ruling from the foreign tax authority is pending.

We continue to evaluate opportunities to optimize our future tax benefits.

personal information regarding our customers and employees.

If we fail to recruit or retain our key management or

Our stock price may be volatile, which, among other things, could cause our tax rate to vary significantly.

Share repurchases under our

LIBOR may be subject

to regulatory guidance and/or reform that could cause interest rates under our current or future debt agreements to perform differently than in the past or cause other unanticipated consequences.

At this time, it is not possible to predict the effect that any discontinuance, modification or other reforms to LIBOR or any other reference rate, or the establishment of alternative reference rates, will have on our business.

discount rates based on our business plans, economic projections, anticipated future cash flows and marketplace data.

See “Legal Proceedings” (Part I, Item 3).

and criminal sanctions and reputational harm.

We are subject to risks associated with the availability and coverage of various types of insurance.

We have various types of insurance, including property, workers’ compensation, general and excess liability, and environmental liability.

Insurance costs can be unpredictable and may materially adversely impact our business.

We retain some portion of our insurable risks, and therefore, unforeseen or catastrophic losses in excess of insured limits could have a material adverse effect on our business.

The information called for by this Item appears under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our [removed: 2019] [added: 2020] Annual Report and is incorporated herein by reference.

| --- | --- |

The information called for by this Item is contained under ”Market-Sensitive Instruments and Risk Management” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our [removed: 2019] [added: 2020] Annual Report and incorporated herein by reference.

| --- | --- |

In 1990, we merged one of our subsidiaries into Dennison Manufacturing Company (“Dennison”), as a result of which Dennison became our wholly-owned subsidiary and in connection with which [added: we changed] our name [removed: was changed] to Avery Dennison Corporation.

[removed: Our website address provided in this Annual Report on Form 10-K] is not intended to function as a hyperlink and the information on our website is not, nor should it be considered, part of this report or incorporated by reference into this report.

Our businesses [removed: include the production of] [added: produce] pressure-sensitive materials and a variety of tickets, tags, labels and other converted products.

We sell most of our pressure-sensitive materials to label printers and converters that convert the materials into labels and other products through embossing, printing, stamping and [removed: die-cutting.]

Our reportable segments for fiscal year [removed: 2019] [added: 2020] were:

| | [removed: ●] [added: •] | [added: |] Label and Graphic Materials (“LGM”); |

| | [removed: ●] [added: •] | [added: |] Retail Branding and Information Solutions (“RBIS”); and |

| | [removed: ●] [added: •] | [added: |] Industrial and Healthcare Materials (“IHM”). |

In [removed: 2019,] [added: 2020,] the LGM, RBIS, and IHM segments made up approximately [removed: 67%,] [added: 68%,] 23% and [removed: 10%,] [added: 9%,] respectively, of our total [added: net] sales.

In [removed: 2019,] [added: 2020,] international operations constituted a substantial majority of our business, representing approximately [removed: 77%] [added: 76%] of our [added: net] sales.

As of [removed: December 28, 2019,] [added: January 2, 2021,] we operated approximately [removed: 180] [added: 190] manufacturing and distribution facilities worldwide [removed: with more than 30,000 employees] in over 50 countries.

[removed: Our LGM segment manufactures and sells Fasson®-, JAC®-, and Avery Dennison®-brand] [added: \-brand] pressure-sensitive label and packaging materials, Avery [removed: Dennison®- and Mactac®-brand graphics, and Avery Dennison®-brand reflective products.][added: Dennison]

A pressure-sensitive, or self-adhesive, material is one that adheres to a surface by [removed: press-on contact.]

[removed: Because they are easy to apply without the need for adhesive] activation, self-adhesive materials can provide cost savings compared to other materials that require heat- or moisture-activated adhesives, while offering aesthetic and other advantages over alternative technologies.

We provide sign shops, commercial printers and designers a broad range of pressure-sensitive materials [added: that allow them] to [removed: enable the creation of] [added: create] impactful and informative brand and decorative graphics.

In the LGM segment, our larger competitors in label and packaging materials include UPM Raflatac, a subsidiary of UPM Corporation; Lintec Corporation; Ritrama SpA, a subsidiary of the Fedrigoni Group; Flexcon Corporation, Inc.; and various regional [removed: firms.][added: and local companies.]

This segment experiences some seasonality, with higher volume generally in advance of the spring, fall [removed: (back-to-school), and holiday shipping periods.]

In the RBIS segment, our primary competitors include Checkpoint Systems, Inc., a subsidiary of CCL Industries Inc.; [removed: R-pac International Corporation; and SML Group Limited.]

[removed: Our IHM segment manufactures and sells Fasson®-brand and Avery Dennison®-brand] [added: \-brand] tapes and other pressure-sensitive adhesive-based materials and converted products, mechanical fasteners, and performance polymers.

[removed: These materials and converted products are used in non-mechanical] fastening, bonding and sealing systems for various automotive, electronics, building and construction, general industrial, personal care, and medical applications.

[removed: IHM also manufactures and sells Yongle®] brand tapes for wire harnessing and cable wrapping in automotive, electrical, and general industrial applications.

For industrial and healthcare materials and converted products, our primary competitors include 3M; [removed: Tesa-SE, a subsidiary of Beiersdorf AG; Nitto Denko Corporation; and numerous regional and specialty suppliers.]

[removed: Research and] [added: Research,] Development [added: and Innovation]

These efforts include [removed: patent] [added: intellectual property] and [removed: product] [added: research and] development [removed: work] relating to [added: adhesives, as well as] printing and coating technologies, [removed: as well as adhesive,] [added: films,] release and ink chemistries in our LGM and IHM segments.

[removed: Additionally, we] [added: We] focus on research projects related to RFID and external embellishments in our RBIS segment and medical technologies in our IHM segment, [added: in each case] for which we [removed: hold] [added: have] and license a number of patents.

We produce a majority of our self-adhesive materials using water-based emulsion and [removed: hot-melt adhesive technologies.]

We continue to evaluate the use of alternative materials and technologies to minimize these [removed: emissions.]

[removed: Emulsion] adhesives, [removed: hot-melt adhesives,] and solventless and emulsion silicone systems have been installed in many of our facilities.

Based on current information, we do not believe that the cost of complying with applicable laws regulating the emission or discharge of materials into the environment, or otherwise relating to the protection of the environment, will have a material effect upon our capital expenditures, consolidated financial [removed: position or] [added: position,] results of [removed: operations.][added: operations or competitive position.]

[removed: For information regarding our potential responsibility for cleanup costs at certain hazardous waste sites,] see [removed: “Legal Proceedings” (Part I, Item 3) and] “Management’s Discussion and Analysis of Financial Condition and Results of Operations” (Part II, Item 7).

[removed: Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K] and amendments to those reports filed with, or furnished to, the Securities and Exchange Commission (“SEC”) pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), are available free of charge on our investor website at www.investors.averydennison.com as soon as reasonably practicable after they are electronically filed with or furnished to the SEC.

We also make available on [added: the investors section of] our website [removed: our] [added: under Corporate Governance – the following documents as currently in effect:] (i) Amended and Restated Certificate of Incorporation; (ii) Amended and Restated Bylaws; (iii) Corporate Governance Guidelines; (iv) Code of Conduct, which applies to our directors, officers and employees; (v) Code of Ethics for our Chief Executive Officer and Senior Financial Officers; (vi) charters of the Audit and Finance, [removed: Compensation] [added: Talent] and [removed: Executive Personnel,] [added: Compensation,] and Governance [removed: and Social Responsibility] Committees of our Board of Directors; and (vii) Audit Committee Complaint Procedures for Accounting and Auditing Matters.

Our website address provided in this Annual Report on Form

10-K

die-cutting.

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

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

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

For information regarding the

coronavirus/COVID-19

pandemic (collectively referred to herein as

“COVID-19”),

Our LGM segment manufactures and sells Fasson

\-, JAC

\-, and Avery Dennison

\- and Mactac

\-brand graphics, and Avery Dennison

\-brand reflective products.

press-on

contact.

Because they are easy to apply without the need for adhesive

(back-to-school),

and holiday shipping periods.

R-pac

International Corporation; and SML Group Limited.

Our IHM segment manufactures and sells Fasson

\-brand and Avery Dennison

These materials and converted products are used in

non-mechanical

IHM also manufactures and sells Yongle

Tesa-SE,

a subsidiary of Beiersdorf AG; Nitto Denko Corporation; and numerous regional and specialty suppliers.

As a global leader in materials science, we seek out opportunities in the markets we serve and use innovation to develop and introduce new products and solutions.

Our years of experience creating solutions for customers and our core capabilities in materials science, engineering, and process technology enable us to drive continuous innovation throughout our industries.

Our innovation efforts focus on anticipating market and customer needs, and applying technology to address them.

Our investment in innovation goes beyond our R&D efforts, with initiatives that aim to accelerate growth, expand margins and ensure customer success by leveraging scalable innovation platforms and delivering sustainability initiatives and cutting-edge technologies.

Additionally, our research and development efforts include sustainable innovation and design of products that increase the use of recycled content, reduce waste, extend life or enable recycling.

Human Capital Resources

Our Global Workforce

With approximately 76% of our 2020 net sales originated outside the U.S. and approximately half of our net sales originated in emerging markets (Asia, Latin America, Eastern Europe and Middle East/Northern Africa), our employees are located in over 50 countries to best serve our customers.

Approximately 87% of our employees at

year-end

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

See Note 8, “Contingencies,” in the Notes to Consolidated Financial Statements contained in our [removed: 2019] [added: 2020] Annual Report for more information, which is incorporated herein by reference.

| --- | --- |

As of December 28, 2019, we have been designated by the U.S. Environmental Protection Agency (“EPA”) and/or other responsible state agencies as a potentially responsible party (“PRP”) at eleven waste disposal or waste recycling sites that are the subject of separate investigations or proceedings concerning alleged soil and/or groundwater contamination.

No settlement of our liability related to any of these sites has been agreed upon.

We are participating with other PRPs at these sites and anticipate that our share of remediation costs will be determined pursuant to agreements that we negotiate with the EPA or other governmental authorities.

We have accrued liabilities for sites where it is probable that a loss or cost will be incurred and the amount of loss or cost can be reasonably estimated.

These estimates could change as a result of changes in planned remedial actions, remediation technologies, site conditions, the estimated time to complete remediation, environmental laws and regulations, and other factors.

Because of the uncertainties associated with environmental assessment and remediation activities, our future expenses to remediate these sites could be higher than the liabilities we have accrued; however, we are unable to reasonably estimate a range of potential expenses.

If information were to become available that allowed us to reasonably estimate a range of potential expenses in an amount higher or lower than what we have accrued, we would adjust our environmental liabilities accordingly.

In addition, we may be identified as a PRP at additional sites in the future.

The range of expenses for remediation of any future-identified sites would be addressed as they arise; until then, a range of expenses for such remediation cannot be determined.

As of December 28, 2019, our accrued liability associated with environmental remediation was $21.4 million.

In addition, we are involved in various lawsuits, claims, inquiries, and other regulatory and compliance matters, most of which are routine to the nature of our business.

We have accrued liabilities for matters where it is probable that a loss will be incurred and the amount of loss can be reasonably estimated.

Because of the uncertainties associated with claims resolution and litigation, future expenses to resolve these matters could be higher than the liabilities we have accrued; however, we are unable to reasonably estimate a range of potential expenses.

If information were to become available that allowed us to reasonably estimate a range of potential expenses in an amount higher or lower than what we have accrued, we would adjust our accrued liabilities accordingly.

Additional lawsuits, claims, inquiries, and other regulatory and compliance matters could arise in the future.

The range of expenses for resolving any future matters would be assessed as they arise; until then, a range of potential expenses for such resolution cannot be determined.

Based upon current information, we believe that the impact of the resolution of these matters would not be, individually or in the aggregate, material to our financial position, results of operations or cash flows.

[removed: UNITED] [added: UNITED] STATES SECURITIES AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: WASHINGTON,] [added: WASHINGTON,] DC [removed: 20549][added: 20549]

[removed: FORM 10-K][added: FORM]

[removed: ☒         ANNUAL] [added: | ☒ | ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934][added: 1934 |]

[removed: For] [added: For] the fiscal year [removed: ended December 28, 2019][added: ended January 2,]

[removed: ☐        TRANSITION] [added: | ☐ | TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934][added: 1934 |]

[removed: For] [added: For] the transition period from [removed: to][added: to]

[removed: Commission] [added: Commission] file [removed: number 1-7685][added: number]

[removed: AVERY] [added: AVERY] DENNISON [removed: CORPORATION][added: CORPORATION]

[removed: (Exact] [added: (Exact] Name of Registrant as Specified in Its [removed: Charter)][added: Charter)]

| [removed: Delaware] [added: Delaware] | [removed: 95-1492269] | [added: 95-1492269 |]

| [removed: _(State] [added: (State] of [removed: Incorporation)_] [added: Incorporation)] | [removed: _(I.R.S.] [added: | (I.R.S.] Employer Identification [removed: No.)_] [added: No.)] |

| [removed: 207 Goode AvenueGlendale, California_(Address] [added: (Address] of Principal Executive [removed: Offices)_] [added: Offices)] | [removed: 91203_(Zip Code)_] | [added: (Zip Code) |]

[removed: Registrant’s] [added: Registrant’s] telephone number, including area [removed: code:][added: code:]

[removed: (626) 304-2000][added: 304-2000]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| [removed: Title] [added: Title] of Each [removed: Class] [added: Class] | | [removed: Trading Symbol(s)] [added: Trading Symbol(s)] | | [removed: Name] [added: Name] of each exchange on which [removed: registered] [added: registered] |

| Common stock, $1 par value | [removed: ​] | AVY | [removed: ​] | New York Stock Exchange |

| 1.25% Senior Notes due 2025 | [removed: ​] | AVY25 | [removed: ​] | [removed: New York] [added: Nasdaq] Stock [removed: Exchange] [added: Market] |

[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the [removed: Act:][added: Act:]

[removed: Not applicable.][added: Not applicable.]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation [removed: S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a [removed: non-accelerated filer, a smaller reporting company, or an emerging growth company.]

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule [removed: 12b-2 of the Exchange Act.]

| Large accelerated filer ☒ | [added: |] Accelerated filer [removed: ◻] [added: ☐] | [added: |] Non-accelerated filer [removed: ◻] [added: ☐] | [added: |] Smaller reporting company ☐ |

| [removed: ​] | [removed: ​] | [removed: ​] | [added: | | |] Emerging growth company ☐ |

Indicate by check mark whether the registrant is a shell company (as defined in Rule [removed: 12b-2 of the Act).]

[removed: The aggregate market value of voting and non-voting common equity held by non-affiliates] as of June [removed: 29, 2019,] [added: 27, 2020,] the last business day of the registrant’s most recently completed second fiscal quarter, was [removed: $9,664,727,657.][added: approximately $9.1 billion.]

Number of shares of common stock, $1 par value, outstanding as of [removed: February 22, 2020,] [added: January 30, 2021,] the end of the registrant’s most recent fiscal month: [removed: 83,297,552.][added: 83,044,019.]

The following documents are incorporated by reference into the Parts of this Form [removed: 10-K indicated below:]

| [removed: Document |] [added: Document] | | [removed: Incorporated] [added: Incorporated] by reference [removed: into: | | | | | | | | |] [added: into:] |

| Portions of Annual Report to Shareholders for fiscal year ended [removed: December 28, 2019] [added: January 2, 2021] (filed as Exhibit 13 hereto) | | [removed: ​ | Parts] [added: Parts] I, [removed: II | | | | | | | | |] [added: II] |

| Portions of Definitive Proxy Statement for Annual Meeting of Stockholders to be held on April [removed: 23, 2020 |] [added: 22, 2021] | [removed: ​] | [removed: Parts] [added: Parts] III, [removed: IV | | | | | | | | |] [added: IV] |

FISCAL YEAR [removed: 2019] [added: 2020] ANNUAL REPORT ON FORM [removed: 10-K]

| [removed: ​] | [removed: ​] | [removed: Page] | [added: | Page | | |]

| [removed: [Item 1.](#Item1BUSINESS_590696)] [added: Item 1.] | [removed: [Business](#Item1BUSINESS_590696)] | [added: [Business](#txtoc20372_2) | | |] 1 | [added: |]

| [removed: [Item 1A.](#Item1ARISKFACTORS_939301)] [added: Item 1A.] | [added: |] [Risk [removed: Factors](#Item1ARISKFACTORS_939301)] [added: Factors](#txtoc20372_3)] | [removed: 4] | [added: | 6 | |]

| [removed: [Item 1B.](#Item1BUNRESOLVEDSTAFFCOMMENTS_335335)] [added: Item 1B.] | [added: |] [Unresolved Staff [removed: Comments](#Item1BUNRESOLVEDSTAFFCOMMENTS_335335)] [added: Comments](#txtoc20372_4)] | [removed: 17] | [added: | 20 | |]

| [removed: [Item 2.](#Item2PROPERTIES_952363)] [added: Item 2.] | [removed: [Properties](#Item2PROPERTIES_952363)] | [removed: 18] [added: [Properties](#txtoc20372_5)] | [added: | | 20 | |]

| [removed: [Item 3.](#Item3LEGALPROCEEDINGS_152046)] [added: Item 3.] | [added: |] [Legal [removed: Proceedings](#Item3LEGALPROCEEDINGS_152046)] [added: Proceedings](#txtoc20372_6)] | [removed: 18] | [added: | 20 | |]

10-K

2021

or

| --- | --- |

1-7685

| | | |

| | | |

| 207 Goode Avenue | | |

| Glendale, California | | 91203 |

(626)

| | | | | |

S-T

(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

non-accelerated

filer, a smaller reporting company, or an emerging growth company.

12b-2

of the Exchange Act.

| | | | | | | |

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

| | | | | | | |

Indicate by check mark whether the registrant has filed a report on and attestation its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

12b-2

of the Act).

The aggregate market value of voting and

non-voting

common equity held by

non-affiliates

10-K

indicated below:

| | | |

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

| | | |

10-K

| | | | | | | |

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

| [PART I](#txtoc20372_1) | | | | | | |

| | | | | | | |

| [PART II](#txtoc20372_8) | | | | | | |

| | | | | | | |

| | | | | | | |

2019 10-K

or

| ​ | ​ |

| *​* | *​* |

| ​ | ​ | ​ | ​ | ​ |

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

| ​ | ​ | | | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

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

​

| ​ | ​ | |

| [PART I](#PARTI_803659) | ​ | |

| [PART II](#PARTII_196461) | ​ | |

| [PART IV](#PARTIV_163375) | ​ | |

| ​ | [Signatures](#SIGNATURES_656101) | 31 |

As of [removed: December 28, 2019,] [added: January 2, 2021,] we operated manufacturing facilities in excess of 100,000 square feet in the segments and locations listed below.

| Domestic | | Peachtree City, Georgia; Fort Wayne, Greenfield, and Lowell, Indiana; Fairport Harbor, Mentor, [added: Oak Harbor,] and Painesville, Ohio; Mill Hall and Quakertown, Pennsylvania |

| Foreign | [removed: ​] | Soignies, Belgium; Vinhedo, Brazil; Guangzhou and Kunshan, China; Champ-sur-Drac, France; Gotha, Germany; Pune, India; Kibbutz Hanita, Israel; Rodange, Luxembourg; Bangi, Malaysia; [added: Queretaro, Mexico;] Rayong, Thailand; and Cramlington, United Kingdom |

| Foreign | [removed: ​] | [added: Dhaka, Bangladesh;] Nansha, Panyu, and Suzhou, China; Bufalo, Honduras; Ancarano, Italy; [added: Kulim, Malaysia;] and Long An Province, Vietnam |

| Foreign | [removed: ​] | Turnhout, Belgium and Kunshan, Shanghai and Zhuozhou, China |

| --- | --- |

| | | |

| | | |

| | | |

| | ​ | |

| --- | --- |

[added: |] (a) [added: |] Our common stock is listed under the ticker symbol “AVY” on the New York Stock Exchange. [added: We did not sell securities in any unregistered transactions during the fourth quarter of 2020. |]

We had [removed: 4,397] [added: 4,195] shareholders of record as of [removed: December 28, 2019,] [added: January 2, 2021,] the last day of our fiscal year.

[added: |] (b) [added: |] Not applicable. [added: |]

[added: |] (c) [added: |] Repurchases of Equity Securities by Issuer [added: |]

[removed: Repurchases by us or our “affiliated purchasers” (as defined in Rule 10b-18(a)(3)] of the Exchange Act) of registered equity securities in the fourth quarter of [removed: 2019] [added: 2020] are shown in the table below.

| [removed: Period(1)] [added: Period (1)] | | [removed: Total] [added: Total] number of [removed: shares purchased(2)] [added: shares purchased (2)] | | [removed: Average] [added: | | Average] price paid per [removed: share] [added: share] | | | [removed: Total] [added: | Total] number [removed: of shares] [added: of shares] purchased as part of [removed: publicly announced plans(2)(3)] [added: publicly announced plans (2)(3)] | | [removed: Approximate] [added: | | Approximate] dollar value of shares [removed: that may] [added: that may] yet be [removed: purchased under] [added: purchased under] the [removed: plans(4)] [added: plans (4)] | | |

| (1) | The periods shown are our fiscal periods during the [removed: thirteen-week] [added: fourteen-week] quarter ended [removed: December 28, 2019.] [added: January 2, 2021.] |

| (3) | In April 2019, our Board authorized the repurchase of shares of our common stock with a fair market value of up to $650 million, exclusive of any fees, commissions or other expenses related to such [removed: purchases, in addition to the amount outstanding under our previous $650 million] [added: purchases. This] Board authorization [removed: pursuant to which repurchases were made in the periods shown in the table above. Board authorizations] [added: will] remain in effect until shares in the amount authorized thereunder have been repurchased. |

The disclosure in our 2020 Annual Report under “Stockholder Return Performance” and “Comparison of Five-Year Cumulative Total Return as of December 31, 2020” is incorporated herein by reference.

Repurchases by us or our “affiliated purchasers” (as defined in

Rule 10b-18(a)(3)

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

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

| September 27, 2020 – October 24, 2020 | | | 46.3 | | | $ | 127.67 | | | | 46.3 | | | $ | 586.6 | |

| October 25, 2020 – November 28, 2020 | | | 168.9 | | | | 145.39 | | | | 168.9 | | | | 562.0 | |

| November 29, 2020 – January 2, 2021 | | | 142.5 | | | | 151.91 | | | | 142.5 | | | | 540.4 | |

| Total | | | 357.7 | | | $ | 145.70 | | | | 357.7 | | | $ | 540.4 | |

| --- | --- |

| --- | --- |

| --- | --- |

| --- | --- |

We did not sell securities in any unregistered transactions during the fourth quarter of 2019.

| | ​ | | ​ | | | ​ | | ​ | ​ | ​ | ​ |

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

| September 29, 2019 – October 26, 2019 | ​ | 96.9 | ​ | $ | 113.51 | ​ | 96.9 | ​ | ​ | ​ | ​ |

| October 27, 2019 – November 23, 2019 | ​ | 80.0 | ​ | ​ | 130.58 | ​ | 80.0 | ​ | ​ | ​ | ​ |

| November 24, 2019 – December 28, 2019 | ​ | 92.0 | ​ | ​ | 130.44 | ​ | 92.0 | ​ | ​ | ​ | ​ |

| Total | ​ | 268.9 | ​ | $ | 124.38 | ​ | 268.9 | ​ | $ | 644.7 | ​ |

Selected financial data for each of our last five fiscal years appears under “Five-year Summary” in our [removed: 2019] [added: 2020] Annual Report and is incorporated herein by reference.

| --- | --- |

The information called for by this [removed: Item is contained in our 2019 Annual Report (including] [added: Item, including] the Consolidated Financial Statements and the Notes thereto, Statement of Management Responsibility for Financial Statements and Management’s Report on Internal Control Over Financial Reporting, and the Report of Independent Registered Public Accounting [removed: Firm)] [added: Firm, is contained in our 2020 Annual Report] and incorporated herein by reference.

| --- | --- |

| --- | --- |

[removed: _Disclosure] [added: Disclosure] Controls and [removed: Procedures_.][added: Procedures]

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and [removed: the] [added: our] Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule [removed: 13a-15(e) or 15d-15(e) of the Exchange Act).]

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective in providing reasonable assurance that information is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and [removed: the] [added: our] Chief Financial Officer as appropriate, to allow for timely decisions regarding required disclosure.

[removed: _Management’s Report on Internal Control Over Financial Reporting._] We are responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule [removed: 13a-15(f) or 15d-15(f) of the Exchange Act).]

Under the supervision and with the participation of our management, including our Chief Executive Officer and [removed: the] [added: our] Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based upon the framework in [removed: _Internal Control – Integrated Framework (2013)_ issued by the Committee of Sponsoring Organizations of the Treadway Commission.]

Based on that evaluation, our management concluded that our internal control over financial reporting was effective as of [removed: December 28, 2019.][added: January 2, 2021.]

[removed: (See] [added: See] Management’s Report on Internal Control Over Financial Reporting contained in our [removed: 2019] [added: 2020] Annual Report, which is incorporated herein by [removed: reference.)][added: reference.]

[removed: Management’s assessment of the] [added: The] effectiveness of our internal control over financial reporting as of [removed: December 28, 2019] [added: January 2, 2021] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in the Report of Independent Registered Public Accounting Firm contained in our [removed: 2019] [added: 2020] Annual Report, which is also incorporated herein by reference.

[removed: _Changes] [added: Changes] in Internal Control over Financial [removed: Reporting._ We periodically assess our internal control environment.][added: Reporting.]

[removed: Other than the system implementation referenced above, there] [added: There] have been no changes in our internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

| --- | --- |

13a-15(e)

or

15d-15(e)

of the Exchange Act).

Management’s Report on Internal Control Over Financial Reporting.

13a-15(f)

or

15d-15(f)

of the Exchange Act).

Internal Control – Integrated Framework (2013)

issued by the Committee of Sponsoring Organizations of the Treadway Commission.

During 2019, we implemented a new enterprise resource planning system in several locations of our Label and Graphic Materials business in North America.

Processes affected by this implementation include, among other things, order management, pricing, shipping and purchasing.

Where appropriate, we have made changes to related internal controls over our financial reporting.

| --- | --- |

The information concerning directors and corporate governance called for by this Item is incorporated herein by reference from the definitive proxy statement for our Annual Meeting of Stockholders to be held on April [removed: 23, 2020] [added: 22, 2021] (our [removed: “2020] [added: “2021] Proxy Statement”), which will be filed with the SEC pursuant to Regulation 14A within 120 days of the end of the fiscal year covered by this report.

The information concerning executive officers called for by this Item appears, in part, on the next page of this report, and is also incorporated by reference from our [removed: 2020] [added: 2021] Proxy Statement.

[removed: The] [added: If applicable,] information concerning any late filings under Section 16(a) of the Exchange Act is incorporated by reference from our [removed: 2020] [added: annual proxy statement; no such information was applicable for the 2021] Proxy Statement.

The Code is available on [added: the investors section of] our [removed: investor] website [removed: at www.investors.averydennison.com.][added: under Corporate Governance.]

[removed: We will satisfy the disclosure requirements of Item 5.05 of Form 8-K] regarding any amendment to, or waiver of, any provision of the Code that applies to these officers by disclosing the nature of any such amendment or waiver on our website or in a Current Report on Form [removed: 8-K.]

Our Code of Conduct, which applies to our directors, officers and employees, is also available [added: in the same place] on our [removed: investor] website.

[removed: Our website address is not intended to function as a hyperlink, and the] [added: The] contents of [removed: the] [added: our] website are not a part of this Form [removed: 10-K, nor are they incorporated herein by reference.]

The information called for by this Item concerning our Audit and Finance Committee is incorporated by reference from our [removed: 2020] [added: 2021] Proxy Statement.

[removed: INFORMATION] [added: INFORMATION] ABOUT OUR EXECUTIVE [removed: OFFICERS(1)][added: OFFICERS]

| [removed: Name] [added: Name] and [removed: Position] [added: Position] | [removed: ​] | [removed: Age] [added: Age] | [removed: ​] | [removed: Served as Executive Officer since] [added: Executive Officer Since] | [removed: ​] | [removed: Former] [added: Former] Positions within Past Five [removed: Years/ Officer] [added: Years/ Officer] Positions with Avery [removed: Dennison |] [added: Dennison] | | [removed: ​] |

| Mitchell R. Butier | | [removed: 48] [added: 49] | | March 2007 | | 2016-2019 | | President and Chief Executive Officer | [removed: ​ |]

| Chairman, President and | | | | | | 2015-2016 | | President and Chief Operating Officer | [removed: |]

| Chief Executive Officer | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 2014-2015 | [removed: ​] | President, Chief Operating Officer and | [removed: ​ |]

| | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Chief Financial Officer | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 2010-2014 | [removed: ​] | Senior Vice President and | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Chief Financial Officer | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 2007-2010 | [removed: ​] | Vice President, Global Finance and | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Chief Accounting Officer | [removed: ​ |]

| Gregory S. Lovins | [removed: ​] | [removed: 47] [added: 48] | [removed: ​] | March 2017 | [removed: ​] | 2017 | [removed: ​] | Vice President and Interim Chief | [removed: ​ |]

| Senior Vice President and | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Financial Officer | [removed: ​ |]

| Chief Financial Officer | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 2016-2017 | [removed: ​] | Vice President and Treasurer | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 2011-2016 | [removed: ​] | Vice President, Global Finance, | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Materials Group | [removed: ​ |]

| Lori J. Bondar | [removed: ​] | [removed: 59] [added: 60] | [removed: ​] | June 2010 | [removed: ​] | 2010-2020 | [removed: ​] | Vice President, Controller and [removed: | ​] [added: Chief] |

| [removed: Vice President, Controller,] Treasurer and [removed: Chief Accounting Officer] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] 2008-2010 | [removed: ​] | [removed: Chief Accounting Officer] Vice President and Controller | [removed: ​ |]

| [removed: President,] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: 2010-2015] [added: 2010-2012] | [removed: ​] | Vice President and General Manager, | [removed: ​ |]

| Anne Hill [added: (2)] | [removed: ​] | [removed: 60] [added: 61] | [removed: ​] | May 2007 | [removed: ​] | [removed: N/A | ​] [added: 2007-2020] | [removed: N/A] | [removed: ​] [added: Senior Vice President and] |

| Senior Vice President [removed: and Chief Human Resources Officer] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​ | ​] [added: Chief Human Resources Officer] |

| Susan C. Miller [added: (2)] | [removed: ​] | [removed: 60] [added: 61] | [removed: ​] | March 2008 | [removed: ​] | [removed: 2008-2009] [added: 2009-2020] | [removed: ​] | Senior Vice [removed: President and | ​] [added: President,] |

| Senior Vice [removed: President,] [added: President and] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | General Counsel [removed: | ​] [added: and Secretary] |

| [removed: General Counsel and Secretary] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 2007-2008 | [removed: ​] | Vice President and General Counsel | [removed: ​ |]

| [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | 1998-2006 | [removed: ​] | Assistant General Counsel | [removed: ​ |]

| Deon Stander | [removed: ​] | [removed: 51] [added: 52] | [removed: ​] | August 2016 | [removed: ​] | 2013-2015 | [removed: ​] | Vice President and General Manager, | [removed: ​ |]

| Vice President and [removed: General Manager,] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Global Commercial and Innovation, [removed: RBIS] | [removed: ​ |]

| [removed: Solutions] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | [removed: ​] | Global [removed: Commercial] [added: Commercial,] RBIS | [removed: ​ |]

| (1) | [removed: Officers] [added: Executive officers] are generally elected on the date of our annual stockholder meeting to serve a one-year term and until their successors are duly elected and qualified. |

We will satisfy the disclosure requirements of Item 5.05 of Form

8-K

8-K.

10-K,

nor are they incorporated herein by reference.

(1)

| | | | | | | | | |

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

| | | | | | | | | |

| | | | | | | | | |

| Deena Baker-Nel | | 50 | | September 2020 | | 2018-2020 | | Vice President, Human Resources, |

| Vice President and | | | | | | | | LGM |

| Chief Human Resources Officer | | | | | | 2015-2018 | | Vice President, Human Resources, |

| | | | | | | | | RBIS |

| | | | | | | | | |

| Vice President, Controller, | | | | | | | | Accounting Officer |

| Chief Accounting Officer | | | | | | | | |

| | | | | | | | | |

| Nicholas Colisto | | 54 | | September 2020 | | 2012-2018 | | Senior Vice President and |

| Vice President and | | | | | | | | Chief Information Officer, Xylem Inc. |

| Chief Information Officer | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| Secretary | | | | | | 2008-2009 | | Senior Vice President and |

| | | | | | | | | General Counsel |

| | | | | | | | | |

| General Manager, RBIS | | | | | | | | RBIS |

| | | | | | | | | |

| Ignacio Walker | | 44 | | September 2020 | | 2020 | | Vice President and Assistant General |

| Vice President and | | | | | | | | Counsel, Americas |

| Chief Legal Officer | | | | | | 2018-2019 | | Vice President and Assistant General |

| | | | | | | | | Counsel |

| | | | | | | 2013-2017 | | Vice President and Assistant General |

| | | | | | | | | Counsel, RBIS |

| (2) | Ceased serving as an executive officer and retired from our company at the end of our 2020 fiscal year. |

​

| | | | | | | | | | |

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

| ​ | ​ | ​ | ​ | ​ | ​ | 2004-2006 | ​ | Vice President, Finance, Retail Branding | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | and Information Solutions | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| Georges Gravanis (2) | ​ | 62 | ​ | May 2015 | ​ | 2015-2016 | ​ | President, Materials Group | ​ |

| Label and Graphic Materials | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Materials Group Asia Pacific | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | 2006-2010 | ​ | Vice President of Sales, | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Roll Materials Europe | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | 2004-2006 | ​ | Vice President and General Manager, Roll Materials Europe Southern Region | ​ |

| Retail Branding and Information | ​ | ​ | ​ | ​ | ​ | 2010-2012 | ​ | Vice President and General Manager, | ​ |

| (2) | Ceased serving as an executive officer on December 31, 2019 |

The information called for by this Item is incorporated by reference from our [removed: 2020] [added: 2021] Proxy Statement.

| --- | --- |

The information called for by this Item is incorporated by reference from our [removed: 2020] [added: 2021] Proxy Statement.

| --- | --- |

The information called for by this Item is incorporated by reference from our [removed: 2020] [added: 2021] Proxy Statement.

| --- | --- |

The information called for by this Item is incorporated by reference from our [removed: 2020] [added: 2021] Proxy Statement.

| --- | --- |

​

(b) The exhibits required to be filed by Item 601 of Regulation [removed: S-K are set forth on the following Exhibit Index.]

Data incorporated by reference from the attached portions of the [removed: 2019] [added: 2020] Annual Report to Shareholders of Avery Dennison Corporation:

| Consolidated Financial Statements: | [removed: ​] | [added: | | |]

| [removed: Consolidated] [added: [Consolidated] Statements of Comprehensive Income for [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017] [added: 2018](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_102)] | [removed: ​] | [added: | | |]

| [removed: Consolidated] [added: [Consolidated] Statements of Shareholders’ Equity for [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017] [added: 2018](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_103)] | [removed: ​] | [added: | | |]

| [removed: Consolidated] [added: [Consolidated] Statements of Cash Flows for [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017] [added: 2018](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_104)] | [removed: ​] | [added: | | |]

| [removed: Statement] [added: [Statement] of Management Responsibility for Financial Statements and Management’s Report on Internal Control Over Financial [removed: Reporting] [added: Reporting](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_106)] | [removed: ​] | [added: | | |]

Except for the Consolidated Financial Statements, Statement of Management Responsibility for Financial Statements, Management’s Report on Internal Control Over Financial Reporting, and Report of Independent Registered Public Accounting Firm listed above, and certain information referred to in Items 1, 5, 6, 7, and 7A of this report that is expressly incorporated herein by reference, our [removed: 2019] [added: 2020] Annual Report to Shareholders is not to be deemed “filed” as part of this report.

[removed: For] [added: For] the Year Ended [removed: December 28, 2019][added: January 2, 2021]

| [removed: Exhibit No.] [added: Exhibit No.] | | [removed: Exhibit Name] [added: Exhibit Name] | | [removed: Originally] [added: Originally] Filed as Exhibit [removed: No.] [added: No.] | | [removed: Filing(1)] [added: Filing (1)] |

| 3.1(i) | [removed: ​] | [Amended and Restated Certificate of Incorporation, as filed on April 28, 2011 with the Office of Delaware Secretary of State](http://www.sec.gov/Archives/edgar/data/8818/000129993311001274/exhibit1.htm) | [removed: ​] | 3.1 | [removed: ​] | Current Report on Form 8-K, filed April 29, 2011 |

| 3.1(ii) | [removed: ​] | [Amended and Restated Bylaws, effective as of December 7, 2017](http://www.sec.gov/Archives/edgar/data/8818/000110465917072528/a17-28196_1ex3d1ii.htm) | [removed: ​] | 3.1(ii) | [removed: ​] | Current Report on Form 8-K, filed December 8, 2017 |

| 4.1 | [removed: ​] | Indenture, dated as of March 15, 1991, between Registrant and Security Pacific National Bank, as Trustee (the “1991 Indenture”) | [removed: ​] | 4.1 | [removed: ​] | Registration Statement on Form S-3 (File No. 33-39491), filed March 19, 1991 |

| 4.2 | [removed: ​] | First Supplemental Indenture, dated as of March 16, 1993, between Registrant and BankAmerica National Trust Company, as successor Trustee (the “Supplemental Indenture”) | [removed: ​] | 4.4 | [removed: ​] | Registration Statement on Form S-3 (File No. 33-59642), filed March 17, 1993 |

| 4.3 | [removed: ​] | [Officers’ Certificate establishing a series of Securities entitled “Medium-Term Notes, Series C” under the 1991 Indenture, as amended by the Supplemental [removed: Indenture](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000821-index.html)] [added: Indenture](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000821.txt)] | [removed: ​] | 4.1 | [removed: ​] | Current Report on Form 8-K, filed May 12, 1995 |

| [removed: 4.4] [added: 4.5] | [removed: ​] | [Officers’ Certificate establishing [removed: a series of] Securities entitled [removed: “Medium-Term Notes, Series D”] [added: “6.000% Notes due 2033”] under the [removed: 1991 Indenture, as amended by the Supplemental Indenture](http://www.sec.gov/Archives/edgar/data/8818/0000898430-96-005774-index.html)] [added: 2001 Indenture](http://www.sec.gov/Archives/edgar/data/8818/000095015003000062/a87057exv4w2.txt)] | [removed: ​] | [removed: 4.1] [added: 4.2] | [removed: ​] | Current Report on Form 8-K, filed [removed: December] [added: January] 16, [removed: 1996] [added: 2003] |

| [removed: 4.5] [added: 4.4] | [removed: ​] | [Indenture, dated as of July 3, 2001, between Registrant and Chase Manhattan Bank and Trust Company, National Association, as trustee [removed: (“2001] [added: (the “2001] Indenture”)](http://www.sec.gov/Archives/edgar/data/8818/000095015001500424/a73918orex4-1.txt) | [removed: ​] | 4.1 | [removed: ​] | Registration Statement on Form S-3 (File No. 333-64558), filed July 3, 2001 |

| 4.6 | [removed: ​] | [removed: [Officers’ Certificate establishing Securities entitled “6.000%] [added: [6.000%] Notes [removed: due 2033” under the 2001 Indenture](http://www.sec.gov/Archives/edgar/data/8818/000095015003000062/a87057exv4w2.txt)] [added: Due 2033](http://www.sec.gov/Archives/edgar/data/8818/000095015003000062/a87057exv4w4.htm)] | [removed: ​] | [removed: 4.2] [added: 4.4] | [removed: ​] | Current Report on Form 8-K, filed January 16, 2003 |

| [removed: 4.7] [added: 4.9] | [removed: ​] | [removed: [6.000%] [added: [Form of 5.375% Senior] Notes [removed: Due 2033](http://www.sec.gov/Archives/edgar/data/8818/000095015003000062/a87057exv4w4.htm)] [added: due 2020](http://www.sec.gov/Archives/edgar/data/8818/000095012310034339/v55773exv4w2.htm)] | [removed: ​] | [removed: 4.4] [added: 4.2] | [removed: ​] | Current Report on Form 8-K, filed [removed: January 16, 2003] [added: April 13, 2010] |

| [removed: 4.8] [added: 4.7] | [removed: ​] | [Indenture, dated as of [removed: September 25,] [added: November 20,] 2007, [removed: among Avery Dennison Office Products Company (“ADOPC”),] [added: between] Registrant and [removed: The] Bank of New [removed: York Trust Company, N.A., as Trustee (“Bank of NY”)](http://www.sec.gov/Archives/edgar/data/8818/000095013407020646/a34106exv99w1.htm)] [added: York](http://www.sec.gov/Archives/edgar/data/8818/000095015007000050/a35886exv4w2.htm)] | [removed: ​] | [removed: 99.1] [added: 4.2] | [removed: ​] | Current Report on Form 8-K, filed [removed: October 1,] [added: November 20,] 2007 |

| 4.10 | [removed: ​] | [removed: [Indenture,] [added: [Third Supplemental Indenture,] dated as of [removed: November 20, 2007,] [added: April 8, 2013,] between Registrant and Bank of [removed: NY](http://www.sec.gov/Archives/edgar/data/8818/000095015007000050/a35886exv4w2.htm)] [added: NY](http://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)] | [removed: ​] | 4.2 | [removed: ​] | Current Report on Form 8-K, filed [removed: November 20, 2007] [added: April 8, 2013] |

| [removed: 4.11] [added: 4.8] | [removed: ​] | [removed: [First] [added: [Second] Supplemental Indenture, dated as of [removed: November 20, 2007,] [added: April 13, 2010,] between Registrant and Bank of [removed: NY](http://www.sec.gov/Archives/edgar/data/8818/000095015007000050/a35886exv4w3.htm)] [added: New York](http://www.sec.gov/Archives/edgar/data/8818/000095012310034339/v55773exv4w2.htm)] | [removed: ​] | [removed: 4.3] [added: 4.2] | [removed: ​] | Current Report on Form 8-K, filed [removed: November 20, 2007] [added: April 13, 2010] |

| [removed: 4.12] [added: 4.14] | [removed: ​] | [removed: [Second] [added: [Sixth] Supplemental Indenture, dated as of [removed: April 13, 2010,] [added: March 11, 2020,] between Registrant and [removed: Bank] [added: BNY Mellon, as Trustee (including Form] of [removed: NY](http://www.sec.gov/Archives/edgar/data/8818/000095012310034339/v55773exv4w2.htm)] [added: 2.650% Senior Notes due 2030 on Exhibit A thereto)](http://www.sec.gov/Archives/edgar/data/8818/000110465920031939/tm2012374d1_4-2.htm)] | [removed: ​] | 4.2 | [removed: ​] | Current Report on Form 8-K, filed [removed: April 13, 2010] [added: March 11, 2020] |

| [removed: 4.13] [added: 4.11] | [removed: ​] | [Form of [removed: 5.375%] [added: 3.35%] Senior Notes due [removed: 2020](http://www.sec.gov/Archives/edgar/data/8818/000095012310034339/v55773exv4w2.htm)] [added: 2023](http://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)] | [removed: ​] | 4.2 | [removed: ​] | Current Report on Form 8-K, filed April [removed: 13, 2010] [added: 8, 2013] |

| [removed: 4.14] [added: 4.13] | [removed: ​] | [removed: [Third] [added: [Fifth] Supplemental Indenture, dated as of [removed: April 8, 2013,] [added: December 6, 2018,] between Registrant and [removed: Bank] [added: BNY Melon, as Trustee (including Form] of [removed: NY](http://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)] [added: 4.875% Senior Notes due 2028 on Exhibit A thereto)](http://www.sec.gov/Archives/edgar/data/8818/000110465918071629/a18-41196_1ex4d2.htm)] | [removed: ​] | 4.2 | [removed: ​] | Current Report on Form 8-K, filed [removed: April 8, 2013] [added: December 6, 2018] |

| [removed: 4.16] [added: 4.12] | [removed: ​] | [Fourth Supplemental Indenture, dated as of March 3, 2017, between Registrant and The Bank of New York Mellon Trust Company, N.A. (“BNY Mellon”) as Trustee (including Form of 1.250% Senior Notes due 2025 on Exhibit A thereto)](http://www.sec.gov/Archives/edgar/data/8818/000110465917014095/a17-6848_4ex4d2.htm) | [removed: ​] | 4.2 | [removed: ​] | Current Report on Form 8-K, filed March 3, 2017 |

| [removed: 4.18 †] [added: 4.15†] | [removed: ​] | [Description of [removed: Securities](https://www.sec.gov/Archives/edgar/data/8818/000110465920025360/ex-4d18.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex415.htm)] | [removed: ​] | N/A | [removed: ​] | N/A |

| 10.1 | [removed: ​] | [removed: [Amended] [added: [Fifth Amended] and Restated Credit Agreement, dated as of February [removed: 8, 2008,] [added: 13, 2020, by and] among [removed: ADOPC,] Registrant, Bank of America, [added: N.A., Citibank,] N.A. and [removed: Banc of America Securities LLC] [added: JPMorgan Chase Bank, N.A.] and [removed: JP Morgan Securities Inc. (“ADOPC Credit Agreement”)](http://www.sec.gov/Archives/edgar/data/8818/000095013408014388/v42547exv10w1.htm)] [added: the other lenders party thereto](http://www.sec.gov/Archives/edgar/data/8818/000110465920021783/tm207995d1_ex10-1.htm)] | [removed: ​] | 10.1 | [removed: ​] | [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q,] [added: 8-K,] filed [removed: August 7, 2008] [added: February 14, 2020] |

| [removed: 10.4*] [added: 10.2*] | [removed: ​] | [Amended and Restated Supplemental Executive Retirement Plan (“SERP”)](http://www.sec.gov/Archives/edgar/data/8818/000095012309034055/v53459exv10w11w1.htm) | [removed: ​] | 10.11.1 | [removed: ​] | Quarterly Report on Form 10-Q, filed August 12, 2009 |

| [removed: 10.7*] [added: 10.3*] | [removed: ​] | [Complete Restatement and Amendment of Executive Deferred Compensation [removed: Plan](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424-index.html)] [added: Plan](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424.txt)] | [removed: ​] | 10.12 | [removed: ​] | 1994 Annual Report on Form 10-K, filed March 30, 1995 |

| [removed: 10.8*] [added: 10.4*] | [removed: ​] | [Form of Non-Employee Director Stock Option Agreement under Director Plan](http://www.sec.gov/Archives/edgar/data/8818/000119312504039235/dex10151.htm) | [removed: ​] | 10.15.1 | [removed: ​] | 2003 Annual Report on Form 10-K, filed March 11, 2004 |

| [removed: 10.9*] [added: 10.5*] | [removed: ​] | [Complete Restatement and Amendment of Executive Variable Deferred Compensation Plan [removed: (“EVDCP”)](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424-index.html)] [added: (“EVDCP”)](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424.txt)] | [removed: ​] | 10.16 | [removed: ​] | 1994 Annual Report on Form 10-K, filed March 30, 1995 |

| [removed: 10.10*] [added: 10.6*] | [removed: ​] | [Amendment No. 1 to [removed: EVDCP](http://www.sec.gov/Archives/edgar/data/8818/0001104659-00-000110-index.html)] [added: EVDCP](http://www.sec.gov/Archives/edgar/data/8818/000110465900000110/0001104659-00-000110.txt)] | [removed: ​] | 10.16.1 | [removed: ​] | 1999 Annual Report on Form 10-K, filed March 30, 2000 |

| [removed: 10.11*] [added: 10.7*] | [removed: ​] | [Complete Restatement and Amendment of Directors Deferred Compensation [removed: Plan](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424-index.html)] [added: Plan](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424.txt)] | [removed: ​] | 10.17 | [removed: ​] | 1994 Annual Report on Form 10-K, filed March 30, 1995 |

| [removed: 10.12*] [added: 10.8*] | [removed: ​] | [Amended and Restated 2005 Directors Variable Deferred Compensation Plan](http://www.sec.gov/Archives/edgar/data/8818/000095012311048393/v58917exv10w18w2.htm) | [removed: ​] | 10.18.2 | [removed: ​] | Quarterly Report on Form 10-Q, filed May 10, 2011 |

| [removed: 10.13*] [added: 10.9*] | [removed: ​] | [Amended and Restated Stock Option and Incentive Plan (“Equity [removed: Plan”)](http://www.sec.gov/Archives/edgar/data/8818/000119312512106393/d262340ddef14a.htm)] [added: Plan”)](http://www.sec.gov/Archives/edgar/data/8818/000119312512106393/d262340ddef14a.htm#tx262340_65)] | [removed: ​] | A | [removed: ​] | 2012 Proxy Statement on Schedule 14A, filed March 9, 2012 |

| [removed: 10.14*] [added: 10.10*] | [removed: ​] | [First Amendment to Equity Plan](http://www.sec.gov/Archives/edgar/data/8818/000104746915001200/a2223154zex-10_20.htm) | [removed: ​] | 10.20 | [removed: ​] | 2014 Annual Report on Form 10-K, filed February 25, 2015 |

| [removed: 10.15*] [added: 10.11*] | [removed: ​] | [2017 Incentive Award Plan (“2017 [removed: Plan”)](http://www.sec.gov/Archives/edgar/data/8818/000104746917001451/a2231126zdef14a.htm)] [added: Plan”)](http://www.sec.gov/Archives/edgar/data/8818/000104746917001451/a2231126zdef14a.htm#AppB)] | [removed: ​] | B | [removed: ​] | 2018 Proxy Statement on Schedule 14A, filed March 10, 2017 |

| [removed: 10.16*] [added: 10.24*] | [removed: ​] | [removed: [Annual] [added: [Form of Long-Term] Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/8818/000104746915001200/a2223154zex-10_26.htm)] [added: Unit Agreement under LTI Unit Plan](http://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_41.htm)] | [removed: ​] | [removed: 10.26] [added: 10.41] | [removed: ​] | [removed: 2014] [added: 2013] Annual Report on Form 10-K, filed February [removed: 25, 2015] [added: 26, 2014] |

| [removed: 10.17*] [added: 10.13*] | [removed: ​] | [Complete Restatement and Amendment of Executive Deferred Retirement Plan [removed: (“EDRP”)](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424-index.html)] [added: (“EDRP”)](http://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424.txt)] | [removed: ​] | 10.28 | [removed: ​] | 1994 Annual Report on Form 10-K, filed March 30, 1995 |

S-K

are set forth on the accompanying Exhibit Index.

| | | | | |

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

| [Consolidated Balance Sheets as of January 2, 2021 and December 28, 2019](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_100) | | | | |

| [Consolidated Statements of Income for 2020, 2019 and 2018](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_101) | | | | |

| [Notes to Consolidated Financial Statements](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_105) | | | | |

| [Report of Independent Registered Public Accounting Firm](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex13.htm#tx20372_107) | | | | |

| | | | | | | |

| | | | | | | |

| Exhibit No. | | Exhibit Name | | Originally Filed as Exhibit No. | | Filing (1) |

| 10.12* | | [Amended and Restated Annual Incentive Plan](http://www.sec.gov/Archives/edgar/data/8818/000110465920055617/avy-20200331xex10d1.htm) | | 10.1 | | Quarterly Report on Form 10-Q, filed May 1, 2020 |

| 10.19*† | | [Form of Executive Severance Agreement](https://www.sec.gov/Archives/edgar/data/8818/000119312521055146/d20372dex1019.htm) | | N/A | | N/A |

| | | | | | | |

| Exhibit No. | | Exhibit Name | | Originally Filed as Exhibit No. | | Filing (1) |

​

| Consolidated Balance Sheets as of December 28, 2019 and December 29, 2018 | ​ |

| Consolidated Statements of Income for 2019, 2018 and 2017 | ​ |

| Notes to Consolidated Financial Statements | ​ |

| Report of Independent Registered Public Accounting Firm | ​ |

| | ​ | | ​ | | ​ | |

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

| 4.9 | ​ | [Form of 6.625% Guaranteed Notes due 2017](http://www.sec.gov/Archives/edgar/data/8818/000095013407020646/a34106exv99w1.htm) | ​ | 99.1 | ​ | Current Report on Form 8-K, filed October 1, 2007 |

| 4.15 | ​ | [Form of 3.35% Senior Notes due 2023](http://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm) | ​ | 4.2 | ​ | Current Report on Form 8-K, filed April 8, 2013 |

| 4.17 | ​ | [Fifth Supplemental Indenture, dated as of December 6, 2018, between Registrant and BNY Melon, as Trustee (including Form of 4.875% Senior Notes due 2028 on Exhibit A thereto)](http://www.sec.gov/Archives/edgar/data/8818/000110465918071629/a18-41196_1ex4d2.htm) | ​ | 4.2 | ​ | Current report on Form 8-K, filed December 6, 2018 |

| 10.2 | ​ | [Second Amendment to ADOPC Credit Agreement, dated as of January 23, 2009](http://www.sec.gov/Archives/edgar/data/8818/000095013409001107/v51159exv99w4.htm) | ​ | 99.4 | ​ | Current Report on Form 8-K, filed January 27, 2009 |

| 10.3 | ​ | [Fifth Amended and Restated Credit Agreement, dated as of February 13, 2020, by and among Registrant, Bank of America, N.A., Citibank, N.A. and JPMorgan Chase Bank, N.A. and the other lenders party thereto](http://www.sec.gov/Archives/edgar/data/8818/000110465920021783/tm207995d1_ex10-1.htm) | ​ | 10.1 | ​ | Current Report on Form 8-K, filed February 14, 2020 |

| 10.5* | ​ | [Letter of Grant to D.A. Scarborough under SERP](http://www.sec.gov/Archives/edgar/data/8818/000095012309034055/v53459exv10w11w2w1.htm) | ​ | 10.11.2.1 | ​ | Quarterly Report on Form 10-Q, filed August 12, 2009 |

| 10.6* | ​ | [Letter Agreement with D.A. Scarborough regarding SERP benefits](http://www.sec.gov/Archives/edgar/data/8818/000129993310004439/exhibit1.htm) | ​ | 10.11.2.1 | ​ | Current Report on Form 8-K, filed December 15, 2010 |

| 10.23* | ​ | [Form of Executive Severance Agreement](http://www.sec.gov/Archives/edgar/data/8818/000104746918000931/a2234573zex-10_31.htm) | ​ | 10.31 | ​ | 2017 Annual Report on Form 10-K, filed February 21, 2018 |

| 10.28* | ​ | [Form of Long-Term Incentive Unit Agreement under LTI Unit Plan](http://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_41.htm) | ​ | 10.41 | ​ | 2013 Annual Report on Form 10-K, filed February 26, 2014 |

| 10.36* | ​ | [Localization Letter to Georges Gravanis](http://www.sec.gov/Archives/edgar/data/8818/000110465916136110/a16-11475_1ex10d1.htm) | ​ | 10.1 | ​ | Quarterly Report on Form 10-Q, filed August 2, 2016 |

| 10.37* | ​ | [Offer Letter to Gregory S. Lovins](http://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d1.htm) | ​ | 10.1 | ​ | Quarterly Report on Form 10-Q, filed August 1, 2017 |

| [removed: ​] | | [removed: Avery Dennison Corporation |] [added: AVERY DENNISON CORPORATION] |

| [removed: ​ |] By: | [removed: /s/] | [added: /s/] Gregory S. Lovins |

| [removed: ​] | [removed: ​] | [removed: Gregory S. Lovins] Senior Vice President and Chief Financial Officer | [removed: |]

Dated: February [removed: 26, 2020][added: 24, 2021]

Lovins and [removed: Susan C.][added: Ignacio J.]

[removed: Miller,] and each of them, [removed: with] full power [removed: of substitution, his or her true] and [removed: lawful attorney-in-fact to act for him or her in any and all capacities, to sign this Annual Report on Form 10-K and any or all amendments or supplements thereto, and to file each of the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact, and each of them, full power and] authority to do and perform each and every act and thing requisite and necessary to be done in order to effectuate the same as fully, to all intents and purposes, as he or she could do in person, hereby ratifying and confirming all that said [removed: attorneys-in-fact or substitutes, or any of them, may lawfully do or cause to be done by virtue hereof.]

| [removed: Signature] [added: Signature] | [removed: Title] | [removed: Date] [added: Title] | [added: | Date |]

| /s/ Mitchell R. Butier Mitchell R. Butier | [added: |] Chairman, President, and Chief Executive Officer | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Gregory S. Lovins Gregory S. Lovins | [added: |] Senior Vice President and Chief Financial Officer (Principal Financial Officer) | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Lori J. Bondar Lori J. Bondar | [added: |] Vice President, Controller, Treasurer and Chief Accounting Officer (Principal Accounting Officer) | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Bradley A. Alford Bradley A. Alford | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Anthony K. Anderson Anthony K. Anderson | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Peter K. Barker Peter K. Barker | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Mark J. Barrenechea Mark J. Barrenechea | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Ken C. Hicks Ken C. Hicks | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Andres A. Lopez Andres A. Lopez | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Patrick T. Siewert Patrick T. Siewert | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Julia A. Stewart Julia A. Stewart | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

| /s/ Martha N. Sullivan Martha N. Sullivan | [added: |] Director | [added: |] February [removed: 26, 2020] [added: 24, 2021] |

10-K

SUMMARY

| | | Gregory S. Lovins |

Walker, and each of them, with full power of substitution, his or her true and lawful

attorney-in-fact

to act for him or her in any and all capacities, to sign this Annual Report on Form

10-K

and any or all amendments or supplements thereto, and to file each of the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said

attorneys-in-fact,

attorneys-in-fact

or substitutes, or any of them, may lawfully do or cause to be done by virtue hereof.

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| /s/ David E. I. Pyott David E. I. Pyott | Director | February 26, 2020 |