Avery Dennison (AVY) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-31 10-K against the 2024-12-28 one, compared heading by heading and sentence by sentence.
Item 1A105 rewritten34 added19 removed224 unchanged
All filing items1,081 rewritten452 added228 removed1,776 unchanged
Summary
counted, not written
- Item 1A lists 37 risk factor headings: 0 new, 6 reworded and 31 unchanged since FY2024. 0 headings from FY2024 no longer appear.
- Sentence by sentence, 452 added, 228 removed, 1,081 rewritten and 1,776 unchanged across 22 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2024.
Removed Item 1A headings (0)
Every FY2024 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (6)
- The demand for our products is impacted by the effects of, and changes in, worldwide economic,
[removed: social, geopolitical][added: geopolitical, social] and[removed: market][added: labor] conditions, which have had in the past and could in the future have a material adverse effect on our business. - Our strategy includes continuing to grow in emerging markets, which
[removed: creates greater exposure][added: exposes us] to[removed: unstable][added: less stable] geopolitical conditions, civil unrest, economic volatility, and other risks applicable to operating in these regions. - We are affected by changes in our markets due to increasing environmental regulations and sustainability trends. If we do not respond appropriately to these changes, it could negatively impact
[removed: market][added: customer] demand, our market share and pricing, any of which could materially adversely affect our business. Adverse weather conditions and natural disasters, including those related to the impacts of climate change, [added: have and can] adversely affect our business. - The amount of
[removed: various][added: income] taxes we pay is subject to ongoing compliance requirements and audits by federal, state and foreign tax authorities. - If our indebtedness increases significantly or our credit ratings are downgraded, we may have difficulty obtaining
[removed: acceptable]short- and long-term[removed: financing.][added: financing on acceptable terms and conditions.] - The actuarial assumptions used
[removed: for valuation purposes][added: in the measurement of our pension assets and liabilities] affect our earnings and cash flows. Changes in accounting standards and government regulations could also affect our pension and postretirement plan expense and funding requirements.
A heading is new when no FY2024 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 FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
105 rewritten, 34 added, 19 removed, 224 unchanged
The demand for our products is impacted by the effects of, and changes in, worldwide economic, [removed: social, geopolitical] [added: geopolitical, social] and [removed: market] [added: labor] conditions, which have had in the past and could in the future have a material adverse effect on our business.
We have operations in more than 50 countries and our domestic and international operations are strongly influenced by matters beyond our control, including changes in [added: economic,] geopolitical, [removed: social, economic] [added: social] and labor conditions, tax laws, and U.S. and international trade regulations (including tariffs), as well as the impact these changes have on demand for our products.
Macroeconomic developments such as impacts from slower growth in the geographic regions in which we operate; [removed: inflation,] [added: inflation] resulting from, among other things, increased raw material, [removed: energy,] [added: energy] and freight costs; labor shortages; geopolitical, social, supply chain and other disruptions; epidemics, pandemics or other outbreaks of illness, disease or virus; and uncertainty in [removed: the] global credit or financial markets could result in a material adverse effect on our business as a result of, among other things, lower consumer spending, fluctuations in foreign currency exchange rates, reduced asset valuations, diminished liquidity and credit availability, volatility in securities prices, and credit rating downgrades.
[removed: Tensions remain in trade relations] [added: Trade-related uncertainty remains elevated] between the U.S. and [removed: certain] other regions and countries, including Canada, Mexico, China, India and the European Union.
The [removed: tariff on certain goods from China has gone into effect, with China imposing reciprocal tariffs, and the] amount of these tariffs or the classes of goods on which they are [removed: imposed] [added: applied continues to evolve and] could significantly [removed: increase.][added: change.]
[added: In July 2025, the U.S. and the European Union agreed to a framework for a trade deal that included a baseline tariff rate of 15% on most goods imported from the European Union into the U.S.] While the [added: direct] impacts on our operations [removed: to date] [added: after our mitigating actions] have not been significant, our business could be materially adversely impacted by changes in U.S. and non-U.S. trade policies, including potential modifications to existing trade agreements and additional tariffs or [added: other] restrictions on free trade, impacting our raw materials or finished products.
[removed: These actions or other] [added: Further] developments in international trade [removed: relations] [added: relations, including increased deglobalization,] could have a material adverse effect on our business.
In addition, business and operational disruptions or delays caused by geopolitical, social or economic instability and unrest – such as recent civil, political and economic disturbances in [removed: Argentina, Afghanistan,] Syria, [removed: Iraq,] Yemen, Iran, Turkey, North Korea, and Bangladesh and the related impact on global stability, the Russia-Ukraine war, the Israel-Hamas war, [added: the U.S.'s engagement in Venezuela,] terrorist attacks and the potential for other hostilities or natural disasters in various parts of the world – could [removed: contribute to a climate of economic and geopolitical uncertainty that could] have a material adverse effect on our business.
Since the Russia-Ukraine war began in [removed: February] 2022, we have maintained our position of not shipping products [removed: for] [added: to] the Russian market.
In addition, [added: our sales in Israel have not recovered] since the beginning of the Israel-Hamas war in late [removed: 2023; our sales in Israel have declined,] [added: 2023,] with sales representing less than 1% of our total net sales in [removed: 2024.][added: 2025.]
We are not able to predict the duration and severity of adverse economic, [added: geopolitical,] social, [removed: geopolitical] or [removed: market] [added: labor] conditions in the U.S. or other countries.
The majority of our net sales in [removed: 2024] [added: 2025] was denominated in foreign currencies.
Fluctuations in [added: foreign] currency exchange rates, such as the unfavorable impacts associated with the [removed: Argentine peso, Chinese renminbi] [added: Indian rupee] and [added: Brazilian real and favorable impacts associated with the] euro in [removed: 2024,] [added: 2025,] may result in a variety of negative effects, including lower net sales, increased costs, lower gross margins, increased allowance for credit losses and/or write-offs of accounts receivable, and required recognition of impairments of capitalized assets, including goodwill and other intangible assets.
Foreign currency translation [removed: decreased] [added: increased] our [removed: 2024] [added: 2025] net sales by approximately [removed: $33] [added: $29] million compared to the prior year.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Our strategy includes continuing to grow in emerging markets, which [removed: creates greater exposure] [added: exposes us] to [removed: unstable] [added: less stable] geopolitical conditions, civil unrest, economic volatility, and other risks applicable to operating in these regions.
The profitable growth of our business in emerging markets is an important part of our long-term growth strategy and our regional results have and can fluctuate significantly based on their economic [removed: conditions.][added: conditions and other events that occur more frequently in these markets and can significantly and adversely impact our operations (such as power outages, civil unrest or other hostilities, and labor stoppages).]
Our business operations have been and may continue to be adversely affected by the current and future political environment in China, both relating to in-country changes in laws and regulations or the interpretation thereof, as well as a result of its response to tariffs [removed: imposed] by the U.S. government on goods imported from China, tariffs [removed: imposed] by China on U.S. goods, the increasing use of economic sanctions and export control restrictions, and tensions related to Hong Kong and Taiwan.
In addition to the risks applicable to our international operations, factors that have negatively impacted our operations in [removed: these] emerging markets from time to time include the less established or reliable legal systems and possible disruptions due to unstable geopolitical conditions, civil unrest or economic volatility.
A substantial portion of our employees and assets are located outside of the U.S. and, in [removed: 2024,] [added: 2025,] approximately [removed: 70%] [added: 69%] of our [added: net] sales [removed: was] [added: were] generated outside of the U.S. International operations and activities involve risks that are different from and potentially greater than the risks we face in our domestic operations, including changes in foreign geopolitical, regulatory and economic conditions, whether nationally, regionally or locally; changes in foreign currency exchange rates; differing levels of inflation; reduced protection of intellectual property rights; laws and regulations impacting our ability to repatriate foreign earnings; challenges complying with foreign laws and regulations, including those relating to sales, operations, taxes, employment and legal proceedings; establishing effective controls and procedures to monitor compliance with U.S. laws and [removed: regulations such as the Foreign Corrupt Practices Act and similar foreign laws and regulations, such as the UK’s Bribery Act of 2010;] [added: regulations;] differences in lending practices; and challenges with complying with applicable export and import control laws and regulations.
Raw materials represent a significant portion of our costs and a critical [removed: element of] [added: factor in] our profitability.
The markets for the raw materials used in our businesses [removed: are challenging and] can be volatile, impacting availability and pricing.
If we experience inflationary headwinds in the future, we may implement similar pricing [removed: measures.][added: actions.]
It is also important for us to obtain timely delivery of materials, [removed: equipment,] [added: equipment] and other resources from suppliers, and to make timely delivery to customers.
While we undertake business continuity planning and take actions to mitigate these disruptions when they occur, such as sourcing from other regions or suppliers, any disruption in our supply chain could [removed: have a material adverse effect on] [added: negatively impact] our sales and profitability, and any sustained inability to obtain adequate supplies could have a material adverse effect on our business.
High-value products and solutions include our specialty and durable label materials, graphics and reflective solutions, [removed: and] industrial [removed: tapes;] [added: and medical tapes, and trade and specialty adhesives;] intelligent labels that use RFID tags and inlays; shelf-edge pricing, productivity and consumer engagement solutions; and external embellishments.
We face the risk that existing or new competitors, which include some of our customers, [removed: distributors,] [added: distributors] and suppliers, will expand in our key market segments or develop new technologies, including in high-value categories, enhancing their competitive position relative to ours.
We are also exposed to changes in customer order patterns, such as changes in the levels of inventory maintained by customers and the timing of customer [removed: purchases,] [added: purchases and new intelligent label program rollouts,] which are affected by announced [removed: price increases,] [added: pricing actions,] changes in our customer incentive programs, [removed: or changes in the customer’s] [added: our customers'] ability to achieve incentive [removed: targets.][added: targets, as well as changes in trade policy.]
If we do not respond appropriately to these changes, it could negatively impact [removed: market] [added: customer] demand, our market share and pricing, any of which could materially adversely affect our business.
Adverse weather conditions and natural disasters, including those related to the impacts of climate change, [added: have and can] adversely affect our business.
A substantial amount of our label [removed: material] [added: materials] is sold for use in [removed: plastic] packaging in the food, beverage, and home and personal care market segments.
Changes in consumer [removed: preferences and] [added: preferences,] laws and regulations related to the use of [removed: plastics,] [added: raw materials and extended producer responsibility rules focused on the end-of-life of products,] particularly in Europe and certain states in the United States, [removed: presents] [added: present] the risk of reduced demand for certain of our products if customers seek decoration technology alternatives to pressure-sensitive labeling, but also the opportunity for increased demand for our more sustainable products, a significant focus of our research and development and related innovation efforts.
We have established strategic innovation platforms and priorities focused, among other things, on delivering products and solutions that advance the circular economy, reduce supply chain waste and address the need for increased recyclability of [removed: plastic] packaging.
We have made substantial investments in our sustainability-driven products, but there can be no assurance that they will be successful, and a significant reduction in the use of [removed: plastic] packaging could materially adversely affect demand for our products.
[removed: Continued growth] [added: Changes] in sustainability-focused regulation [removed: presents an increasing] [added: present a] risk to our business.
[removed: Costs] [added: In addition, costs] to comply with these regulations [removed: will continue] [added: are likely] to grow and any failure to meet the requirements of these regulations could result in fines or other penalties.
Concern regarding climate change has [added: also] led and is likely to continue leading to increasing demands by legislators and regulators, customers, consumers, investors, employees and non-governmental organizations for companies to reduce their GHG emissions.
[removed: One of] [added: We exceeded] our 2025 sustainability [removed: goals is] [added: goal] to achieve [removed: at least] a [removed: 3%] [added: 26%] absolute [added: cumulative] reduction in our GHG emissions [removed: year-over-year and at least a 26% absolute reduction compared to] [added: from] our 2015 [removed: baseline by 2025; we have already exceeded the] [added: baseline, delivering an absolute] cumulative [removed: 2025 GHG emissions] reduction [removed: goal.][added: of approximately 60%.]
[added: We could face risks to our reputation, investor] confidence and market share if we are unable to continue reducing our GHG emissions at levels satisfactory to our stakeholders.
[removed: While our customer base tends to be highly fragmented, in] [added: In] recent years, some of the converter customers served by our Materials Group reportable segment have consolidated and integrated vertically and some of our largest customers have acquired companies with similar or complementary product lines.
In 2025, approximately 69% of our net sales originated outside the U.S.
In 2025, the U.S. implemented a 10% global baseline tariff rate on nearly all imports, with higher rates on certain goods.
Additionally, it applied significant tariffs on goods from Canada, Mexico, China and the European Union, each of which announced reciprocal tariffs.
The U.S. government continues to negotiate with countries regarding the tariffs.
The indirect impact on demand for our products and solutions as a result of these events, which have resulted in softer consumer volumes, continues to be uncertain and elevated.
We estimate that the indirect impact of tariffs resulted in an aggregate low single digit rate decrease in sales in our overall apparel categories over the second, third and fourth quarters of 2025.
On February 20, 2026, the U.S. Supreme Court issued a decision holding that the International Emergency Economic Powers Act does not authorize the President to impose tariffs.
While this may provide immediate relief from these specific duties, there will likely be a period of trade policy instability.
Approximately 40% of our net sales in 2025 originated in emerging markets.
In past years, we implemented targeted price increases in our Materials Group reportable segment to address raw material inflation; more recently, we implemented deflation-related price reductions as a result of lower raw material costs.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
In our Solutions Group reportable segment, sales in our overall apparel categories declined in 2025 as a result of tariff-related uncertainty.
In February 2026, the U.S. Environmental Protection Agency rescinded its 2009 Greenhouse Gas Endangerment Finding, which served as the foundation for various regulations of GHG emissions.
Conversely, while currently in a state of flux, reporting requirements such as the European Union's Corporate Sustainability Reporting Directive, which will impose additional disclosure requirements for our company beginning in 2028 (based on 2027 data), and the state of California’s climate reporting requirements are expected to increase the amount of sustainability data we are required to generate, audit, verify through third-parties and disclose.
Developments in regulatory actions regarding these matters are likely to continue and may require conflicting responses, which could divert the attention of management.
After partnering with a third-party expert to assess our disclosures against the recommendations regarding the information that companies should disclose to allow their stakeholders to assess and price
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
their climate-related risks, we have preliminarily aligned our reporting with Financial Stability Board’s Task Force on Climate-related Financial Disclosures requirements.
In 2025, we acquired Taylor Adhesives for purchase consideration of approximately $390 million.
In 2025, no single customer represented 10% or more of our net sales, with our customer base highly fragmented.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
the terms of the policy.
For example, in 2025, we completed a European footprint optimization in Belgium for our Materials Group reportable segment, and in 2024, we consolidated our Solutions Group reportable segment's operations in Mexico.
In 2025, we opened our first RFID inlay and label production site in India.
In January 2026, a large customer of our Materials Group reportable segment filed for prepackaged Chapter 11 bankruptcy protection; we currently expect to collect on our prepetition outstanding receivables from this customer.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
The failure to comply with these or other covenants governing other indebtedness, including indebtedness incurred in the future,
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
In performing impairment tests, we have the option to first assess qualitative factors to determine whether it is necessary to perform a quantitative assessment for goodwill impairment.
If the qualitative assessment indicates that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value, we perform a quantitative assessment.
In 2024, approximately 70% of our net sales were produced in international operations.
The U.S. recently announced intentions to impose a significant tariff on certain goods from Canada and Mexico and a smaller tariff on certain goods from China.
Each of these countries announced that they would impose reciprocal tariffs, with Canada and Mexico each agreeing upon certain concessions with the U.S. to temporarily delay the mutual imposition of tariffs.
The U.S. has also indicated that it may impose reciprocal tariffs on goods from other countries or regions.
We have experienced some disruptions in our operations in Israel and the Middle East and implemented plans to address these disruptions, as well as the impacts thereof in Gaza, Lebanon and other areas of the Middle East, while focusing on the continued safety of our Israeli employees and their families.
Approximately 40% of our net sales in 2024 originated in emerging markets, which includes countries in Asia Pacific, Latin America, Eastern Europe and Middle East/Northern Africa.
In 2021 and 2022, we implemented targeted price increases in our Materials Group reportable segment to address raw material inflation, which began moderating in 2023 and largely stabilized in 2024.
Reporting requirements such as the Corporate Sustainability Reporting Directive and the Corporate Sustainability Due Diligence Directive in Europe and the state of California’s climate reporting requirements are increasing the amount of sustainability disclosures we are required to make, as well as requiring the audit of a greater amount of our sustainability data.
As part of our efforts to mitigate the impacts of climate change on our business, we engaged a third party to help us assess our physical and transitional risk relative to the recommendations of the Financial Stability Board's Task Force on Climate-Related Financial Disclosures.
We could face risks to our reputation, investor
Increased raw material costs, such as for fuel and electricity, and compliance-related costs could also impact customer demand for our products.
Although we made no acquisitions in 2024, in 2023, we acquired Silver Crystal, Lion Brothers and Thermopatch for aggregate purchase consideration of approximately $231 million.
Our restructuring actions in 2023 included a restructuring plan to further optimize the European footprint of our Materials Group reportable segment.
In addition, we added capacity through our acquisitions of Silver Crystal, Lion Brothers and Thermopatch in 2023.
Additionally, the U.S. Congress and Presidential administration are currently controlled by the same political party, and have indicated a desire to extend or make permanent certain tax provisions of the 2017 Tax Cuts and Jobs Act, as well as potentially introduce other changes in tax laws and regulations.
The timing and impact of such potential changes are uncertain and may materially impact our effective tax rate.
We experienced several recent key management changes, including the appointments of our President, Materials Group, and Interim Chief Financial Officer in 2024 and our President/Chief Executive Officer and President, Solutions Group in 2023; in each case, the individuals appointed to these positions were long-serving and experienced leaders at our company.
activities and transactions that may be in our best interest, which could materially adversely affect our business.
Future dividends are subject to market and economic conditions, applicable legal requirements and other relevant factors.
An excerpt. Shown here: 40 of 105 rewritten, all 34 added and all 19 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2025 filing and the FY2024 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
189 rewritten, 89 added, 27 removed, 304 unchanged
| [Non-GAAP Financial [removed: Measures](#iec64c760301d4617b1a814d9c6cfc996_52)] [added: Measures](#i737457f929ff47bb8b2643445cd22790_52)] | | | [removed: [22](#iec64c760301d4617b1a814d9c6cfc996_52)] [added: [22](#i737457f929ff47bb8b2643445cd22790_52)] | | |
| [Overview and [removed: Outlook](#iec64c760301d4617b1a814d9c6cfc996_55)] [added: Outlook](#i737457f929ff47bb8b2643445cd22790_55)] | | | [removed: [23](#iec64c760301d4617b1a814d9c6cfc996_55)] [added: [23](#i737457f929ff47bb8b2643445cd22790_55)] | | |
| [Analysis of Results of [removed: Operations](#iec64c760301d4617b1a814d9c6cfc996_61)] [added: Operations](#i737457f929ff47bb8b2643445cd22790_61)] | | | [removed: [25](#iec64c760301d4617b1a814d9c6cfc996_61)] [added: [25](#i737457f929ff47bb8b2643445cd22790_61)] | | |
| [Results of Operations by Reportable [removed: Segment](#iec64c760301d4617b1a814d9c6cfc996_64)] [added: Segment](#i737457f929ff47bb8b2643445cd22790_64)] | | | [removed: [27](#iec64c760301d4617b1a814d9c6cfc996_64)] [added: [27](#i737457f929ff47bb8b2643445cd22790_64)] | | |
| [Financial [removed: Condition](#iec64c760301d4617b1a814d9c6cfc996_67)] [added: Condition](#i737457f929ff47bb8b2643445cd22790_67)] | | | [removed: [29](#iec64c760301d4617b1a814d9c6cfc996_67)] [added: [29](#i737457f929ff47bb8b2643445cd22790_67)] | | |
| [Critical Accounting [removed: Estimates](#iec64c760301d4617b1a814d9c6cfc996_70)] [added: Estimates](#i737457f929ff47bb8b2643445cd22790_70)] | | | [removed: [34](#iec64c760301d4617b1a814d9c6cfc996_70)] [added: [35](#i737457f929ff47bb8b2643445cd22790_70)] | | |
| [Recent Accounting [removed: Requirements](#iec64c760301d4617b1a814d9c6cfc996_73)] [added: Requirements](#i737457f929ff47bb8b2643445cd22790_73)] | | | [removed: [37](#iec64c760301d4617b1a814d9c6cfc996_73)] [added: [37](#i737457f929ff47bb8b2643445cd22790_73)] | | |
We use these non-GAAP financial measures internally to evaluate trends in our underlying performance, as well as to facilitate [removed: comparison] [added: comparisons] with the results of competitors for quarters and year-to-date periods, as applicable.
By excluding the accounting effects, positive or negative, of certain items (e.g., restructuring charges, outcomes of certain legal matters and settlements, certain effects of strategic transactions and related costs, losses from debt extinguishments, gains or losses from curtailment or settlement of pension obligations, gains or losses on sales of certain assets, gains or losses on venture [added: and other] investments, currency adjustments due to highly inflationary economies, and other items), we believe that we are providing meaningful supplemental information that facilitates an understanding of our core operating results and liquidity measures.
currency* refers to the increase or decrease in net sales, excluding the estimated impact of foreign currency translation, and, where applicable, [removed: the] currency adjustments for transitional reporting of highly inflationary economies, and the reclassification of sales between segments.
currency is also adjusted for [removed: an] [added: the estimated impact of] extra [removed: week] [added: days] in our fiscal year and the calendar shift resulting from [removed: an] extra [removed: week] [added: days] in the prior fiscal year.
Our 2025 fiscal year [removed: that] began on December 29, 2024 [removed: will end] [added: and ended] on December 31, 2025; fiscal years 2026 and beyond will be coincident with the calendar year beginning on January 1 and ending on December 31.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Our [removed: fiscal years have generally consisted of 52 weeks, with every fifth or sixth fiscal year consisting of 53 weeks; our 2024, 2023] [added: 2024] and [removed: 2022] [added: 2023] fiscal years consisted of 52-week periods ending December 28, [removed: 2024, December 30, 2023] [added: 2024] and December [removed: 31, 2022,] [added: 30, 2023,] respectively.
[removed: Subsequent to fiscal year-end 2024, in] [added: In] January 2025, the Audit Committee of our Board of Directors approved a change to our previous 52- or 53-week fiscal year generally ending on the Saturday closest to December 31 to a fiscal year coincident with the calendar year.
Our 2025 fiscal year [removed: that] began on December 29, 2024 [removed: will end] [added: and ended] on December 31, [removed: 2025 and] [added: 2025, which resulted in four extra days compared to prior years;] fiscal years 2026 and beyond will [removed: begin] [added: be coincident with the calendar year beginning] on January 1 and [removed: end] [added: ending] on December 31.
| [added: (In millions)] | | | | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |
| Reported net sales change | | | | | | [removed: 5] [added: 1] | | % | | | | [removed: (8)] [added: 5] | | % |
| Sales change ex. currency(1) | | | | | | [removed: 5] [added: —] | | % | | | | [removed: (7)] [added: 5] | | % |
| Acquisitions | | | | | | [removed: (1)] [added: —] | | | | | | (1) | | |
| Organic sales change(1) | | | | | | [removed: 5] [added: —] | | % | | | | [removed: (8)] [added: 5] | | % |
Net income [removed: increased] [added: decreased] from approximately [removed: $503] [added: $705] million in [removed: 2023] [added: 2024] to approximately [removed: $705] [added: $688] million in [removed: 2024.][added: 2025.]
The primary factors affecting this [removed: increase] [added: decrease] were:
- Higher [removed: volume][added: volume/mix]
- Benefits from productivity initiatives, including [removed: temporary cost-saving actions,] material re-engineering and savings from restructuring actions, net of transition costs
[removed: - Higher provision] [added: | Provision] for income taxes [added: | | | | | | 237.1 | | | | | | 248.6 | | | | | | 191.7 | | |]
In the fourth quarter [added: of] 2024, we recorded $13.1 million in restructuring charges related to our 2025 actions.
These charges consisted of severance and related costs for the reduction of approximately 90 positions, as well as asset impairment charges, [added: reflecting actions] at numerous locations [removed: across our company, reflecting actions] in our Solutions Group reportable segment.
During 2024, we recorded $28.8 million in restructuring charges, net of reversals, related to [removed: our 2023] [added: these] actions.
During [removed: 2023,] [added: 2025,] we recorded [removed: $49.0] [added: $48.8] million in restructuring charges, net of reversals, related to [removed: these] [added: our 2025] actions.
These charges consisted of severance and related costs for the reduction of approximately [removed: 1,450] [added: 1,200] positions, as well as asset impairment charges, at numerous locations across our [removed: company.][added: company, as a result of actions taken to optimize our operational footprint.]
[removed: 2023] [added: *2023] Business [removed: Acquisitions][added: Acquisitions*]
| (In millions) | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Net cash provided by operating activities | | | | | | $ | [removed: 938.8] [added: 881.4] | | | | | $ | [removed: 826.0] [added: 938.8] | | | | | $ | [removed: 961.0] [added: 826.0] | |
| Purchases of property, plant and equipment | | | | | | [removed: (208.8)] [added: (169.0)] | | | | | | [removed: (265.3)] [added: (208.8)] | | | | | | [removed: (278.1)] [added: (265.3)] | | |
| Purchases of software and other deferred charges | | | | | | [removed: (31.0)] [added: (31.4)] | | | | | | [removed: (19.8)] [added: (31.0)] | | | | | | [removed: (20.4)] [added: (19.8)] | | |
| Proceeds from company-owned life insurance policies | | | | | | — | | | | | | [removed: 48.1] [added: —] | | | | | | [removed: —] [added: 48.1] | | |
| Purchases of Argentine Blue Chip Swap securities | | | | | | [removed: (34.2)] [added: —] | | | | | | [removed: —] [added: (34.2)] | | | | | | — | | |
| Proceeds from sales of Argentine Blue Chip Swap securities | | | | | | [removed: 24.0] [added: —] | | | | | | [removed: —] [added: 24.0] | | | | | | — | | |
| Proceeds from sales of property, plant and equipment | | | | | | [removed: .6] [added: 22.6] | | | | | | [removed: 1.0] [added: .6] | | | | | | [removed: 2.3] [added: 1.0] | | |
| | | | | | | 2025 | | | | | | 2024 | | |
| Impact of extra days | | | | | | — | | | | | | — | | |
In 2025, net sales on an organic basis were comparable to the prior year, reflecting the impact of higher volume offset by the impact of raw material deflation-related price reductions.
- Higher interest expense
- Growth investments
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
The cumulative restructuring charges, net of reversals, related to our 2025 actions was approximately $62 million.
During 2025, we recorded $1.6 million of reversals related to our 2023 Actions that were completed in the fourth quarter of 2025.
*Savings from Restructuring Actions*
We realized more than $60 million in incremental savings from restructuring actions, net of transition costs, in each of 2025 and 2024.
*2025 Business Acquisition*
On October 20, 2025, we completed our business acquisition of W.F. Taylor Holdings, Inc. ("Taylor Adhesives"), a Georgia-based flooring adhesives business, for the purchase price of approximately $390 million.
This acquisition expanded the high-value category portfolio in our Materials Group reportable segment.
We funded the Taylor Adhesives acquisition using cash and proceeds from our issuance of senior notes in September 2025.
The final allocations of purchase consideration to assets and liabilities are ongoing as we continue to evaluate certain balances, estimates and assumptions during the measurement period (up to one year from the acquisition date).
Our valuation of certain acquired assets and liabilities is currently pending finalization within the allowable time to complete our assessment.
The Taylor Adhesives acquisition was not material to the Consolidated Financial Statements.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
Beginning in the first quarter of 2025, the U.S. announced tariffs on goods imported into the U.S. from numerous countries, many of which responded with reciprocal tariffs and other actions on goods imported from the U.S. The U.S. government continues to negotiate with countries regarding the tariffs.
As it relates to the direct impact of these tariffs, a relatively small portion of our global materials purchases is impacted.
To mitigate this direct impact to our operations, we have implemented strategic sourcing adjustments and pricing actions.
The indirect impact on demand for our products and solutions is more uncertain.
While a majority of our products and solutions relates to less discretionary consumer staples, we also serve more discretionary and cyclical markets, such as industrials, durables and apparel.
The indirect impact of tariffs resulted in an aggregate low single digit rate decrease in sales in our overall apparel categories over the second, third and fourth quarters of 2025.
While our outlook assumes that tariff-related uncertainty will persist, further developments in international trade relations and their broader impact to macroeconomic conditions could have a material adverse effect on our business.
- We anticipate an unfavorable impact to our operating income from higher interest expense.
- We anticipate an unfavorable impact to our operating income from normalization of the majority of our 2025 temporary cost savings, which was largely related to lower incentive compensation.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
Interest expense increased in 2025 compared to 2024 primarily due to the €500 million of senior notes we issued in September 2025 and the €500 million of senior notes we issued in November 2024.
Other non-operating income decreased in 2025 compared to 2024 primarily due to lower interest income and benefits from net actuarial gains in our defined benefit plans.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| Income before taxes | | | | | | $ | 925.1 | | | | | $ | 953.5 | | | | | $ | 694.7 | |
Our effective tax rate in 2025 decreased compared to 2024 primarily due to higher benefits from the release of valuation allowance as a result of completing a foreign restructuring transaction and a favorable ruling related to deductibility of interest expense, partially offset by lower excess tax benefits associated with stock-based payments.
Our CODM uses segment adjusted operating income to evaluate segment performance and allocate resources.
(1) Segment adjusted operating income excluded other expense (income), net, and other items of $31.6 million, $40.4 million and $88.3 million in 2025, 2024, and 2023, respectively.
| | | | | | | 2025 | | | | | | 2024 | | |
| Reclassification of sales between segments | | | | | | (1) | | | | | | — | | |
| Impact of extra days | | | | | | — | | | | | | — | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
On an organic basis, net sales increased by low single digit rates in North America and Europe, the Middle East and North Africa and mid-single digit rates in Asia Pacific and Latin America.
| | | | | | | | | | | | | | | |
In 2023, net sales decreased on an organic basis primarily due to lower volume, partially offset by pricing actions.
- The impact of the accrual for a legacy legal matter in the prior year
- Lower restructuring charges
In the third quarter of 2023, we approved a restructuring plan (the "2023 Plan") to further optimize the European footprint of our Materials Group reportable segment by reducing operations in a manufacturing facility in Belgium.
The cumulative charges associated with the 2023 Plan consisted of severance and related costs for the reduction of approximately 210 positions, as well as asset impairment charges.
We recorded $30.4 million in 2023 in restructuring charges related to the 2023 Plan.
The activities related to the 2023 Plan are expected to be substantially completed by mid-2025.
We realized approximately $63 million and $69 million in savings from restructuring actions, net of transition costs, in 2024 and 2023, respectively, primarily related to our 2023 actions.
| Payments for certain acquisition-related transaction costs | | | | | | — | | | | | | — | | | | | | .6 | | |
In 2024, adjusted free cash flow increased compared
- We anticipate net sales to increase, driven by volume growth in both the Solutions Group and Materials Group reportable segments.
| Gross profit margin | | | | | | 28.9 | | % | | | | 27.2 | | % | | | | 26.6 | | % |
Interest expense increased in 2023 compared to 2022 primarily as a result of higher interest rates on borrowings and higher debt balances.
Other non-operating income increased in 2023 compared to 2022 due to higher interest income, primarily in Argentina.
| Provision for income taxes | | | | | | 248.6 | | | | | | 191.7 | | | | | | 242.2 | | |
Our effective tax rate in 2023 increased compared to 2022 primarily due to higher non-deductible expenses resulting from the impact of the Argentine peso remeasurement loss, higher tax charges from the recognition of uncertain tax positions in certain foreign jurisdictions, and lower U.S. federal return-to-provision benefits.
Our effective tax rate can vary from period to period due to a variety of factors, such as changes in our mix of earnings in countries with differing statutory tax rates, changes in our tax reserves, settlements of income tax audits, changes in tax laws and regulations, return-to-provision adjustments, tax impacts related to stock-based payments, and our execution of tax planning strategies.
During the fourth quarter of 2024, we modified our segment performance measure to exclude other expense (income), net.
These changes align with how our CODM evaluates segment performance and allocates resources.
Prior periods have been conformed to the current period presentation.
On an organic basis, net sales decreased by a low double-digit rate in North America, a high teens rate in Western Europe and a high single digit rate in emerging markets.
| Proceeds from sale of venture investment | | | | | | — | | | | | | — | | | | | | 1.1 | | |
*Long-term Retirement Benefits and Other Liabilities*
Other long-term retirement benefits and other liabilities decreased by approximately $66 million to $434.6 million at year-end 2024, primarily reflecting the settlement payment for the Adasa legal matter.
As of December 30, 2023, our ratio was substantially below the maximum rate allowed by our previous revolving credit facility.
discount rates.
An excerpt. Shown here: 40 of 189 rewritten, 40 of 89 added and all 27 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 FY2025 filing and the FY2024 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
5 rewritten, 0 added, 0 removed, 22 unchanged
The model includes foreign exchange derivative [removed: contracts.][added: instruments.]
In both [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the VAR was estimated using a variance-covariance methodology.
The estimated maximum potential one-day loss in earnings for our foreign exchange positions and contracts was not significant at year-end [removed: 2024] [added: 2025] or [removed: 2023.][added: 2024.]
An assumed [removed: 44] [added: 29] and [removed: 41] [added: 44] basis point increase in interest rates affecting our variable-rate borrowings (10% of our weighted average interest rate on floating rate debt) in [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively, would not have had a significant impact on interest expense.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Item 1. BUSINESS
49 rewritten, 17 added, 14 removed, 84 unchanged
Avery Dennison Corporation (“Avery Dennison” or the “Company” and generally referred to as “we” or “us”) was [added: founded in 1935 and] incorporated in Delaware in 1977 as Avery International Corporation, the successor corporation to a California corporation of the same name incorporated in 1946.
We are a global [added: leader in] materials science and digital identification [removed: solutions company.][added: solutions.]
We are Making PossibleTM products and solutions that help advance the industries we serve, providing branding and information solutions that optimize labor and supply chain efficiency, reduce [removed: waste,] [added: waste and mitigate loss,] advance sustainability, circularity and transparency, and better connect brands and consumers.
We believe that our exposure to diverse and growing markets, the size and scale of operations, our innovation capabilities, productivity culture, and brand strength [removed: across our businesses] are the primary advantages in maintaining and further developing our competitive position.
Our reportable segments for fiscal year [removed: 2024] [added: 2025] were Materials Group and Solutions [removed: Group.][added: Group, which comprised approximately 69% and 31%, respectively, of our total net sales.]
In [removed: 2024,] [added: 2025,] international operations constituted a substantial majority of our business, representing approximately [removed: 70%] [added: 69%] of our net sales.
As of December [removed: 28, 2024,] [added: 31, 2025,] we operated over 200 manufacturing and distribution facilities and had locations in more than 50 countries.
Our label materials enhance brands' shelf appeal, inform shoppers, advance circularity, increase [removed: transparency, help reduce waste] [added: transparency] and improve operational supply chain efficiency.
We leverage the group's materials science capabilities and process engineering expertise to [removed: develop and manufacture Intelligent Labels at scale and] drive [removed: their] further [added: intelligent label] adoption through our converter channel access.
Materials Group’s business tends not to be seasonal, except for certain outdoor [removed: graphics] [added: graphics, building] and [added: construction, and] reflective products.
Label materials are sold worldwide to [removed: label] converters for labeling, decorating and specialty applications in the food, home and personal care, beer and beverage, durables, pharmaceutical, wine and spirits and logistics market segments.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
[added: Self-adhesive materials are also used to convey variable information through] various digital triggers, including bar codes, [removed: QR] [added: quick response ("QR")] codes and RFID inlays, for applications such as shipping labels and weight and price information for packaged meats and other foods.
Our graphics and reflective products include a variety of films and other products that are sold to the architectural, commercial sign, digital printing and [removed: other] related market segments.
Our larger competitors in label materials include UPM [removed: Raflatac,] [added: Adhesive Materials,] a subsidiary of UPM Corporation; Fedrigoni Self-Adhesives; Lintec Corporation; Flexcon Corporation, Inc.; and an array of smaller regional and local companies.
For fastener products, there [removed: are] [added: is] a variety of competitors supplying extruded and injection molded fasteners and fastener attaching equipment.
[removed: As a large] [added: Our] ultra-high-frequency RFID solutions [removed: provider, we] empower customers across multiple retail and industry segments, including apparel, logistics, food and [removed: grocery] [added: grocery,] and general retail, to connect the physical and digital worlds by enabling a digital identity and life [removed: on] [added: for] physical items.
In the Solutions Group, our primary competitors include Checkpoint Systems, Inc., a subsidiary of CCL Industries Inc.; R-pac International Corporation; SML Group Limited; Arizon RFID Technology Cayman Co Ltd; and [removed: Tageos,] [added: Tageos SAS,] a subsidiary of Fedrigoni Group.
Our vision is to leverage the strengths of our Materials and Solutions groups to [removed: continue to] drive growth [removed: within these businesses and lead] [added: by delivering leading solutions] at the intersection of the physical and digital worlds.
We focus on research projects related to RFID, external embellishments, data and digital solutions and printing technologies in Solutions [added: Group.]
The aggregate purchase consideration for [removed: these acquisitions] [added: this acquisition] was approximately [removed: $231] [added: $390] million.
[removed: During 2024,] [added: Additionally, during 2025,] we [removed: also] made venture investments in [removed: three] [added: five] companies developing technological solutions that we believe have the potential to advance our businesses.
With approximately [removed: 70%] [added: 69%] of our [removed: 2024] [added: 2025] net sales originating outside the U.S. and approximately 40% of our net sales originating in emerging markets (Latin America, Eastern Europe, Middle East/Northern Africa, and most countries in Asia Pacific), our employees are located in more than 50 countries to best serve our customers.
Approximately 83% of our employees at year-end [removed: 2024] [added: 2025] were located outside the U.S. and approximately [removed: 66%] [added: 67%] were located in emerging markets.
[removed: Over 19,000] [added: Nearly 20,000] of our approximately 35,000 employees at year-end [removed: 2024,] [added: 2025,] representing approximately 58% of our global workforce, were in Asia Pacific, serving our customers in that region.
At that time, approximately [removed: 65%] [added: 71%] of our global workforce worked in the operations of our manufacturing facilities or in positions directly supporting them from other locations.
| North America | | | [removed: 21] [added: 22] | | |
| Latin America | | | [removed: 4] [added: 3] | | |
| Workforce by [removed: Function] [added: Function(1)] | | | | | |
| Operations | | | [removed: 65] [added: 71] | | % |
| Non-Operations | | | [removed: 35] [added: 29] | | |
[removed: Attracting,] [added: We believe that attracting,] developing and retaining highly-skilled talent is critical to our ability to continue delivering sustainable growth.
We have [removed: robust] [added: strong] talent review and succession planning processes that provide [removed: individually] targeted development opportunities for our team members.
We emphasize on-the-job development and coaching, and also provide facilitator-led and direct-access online training, leadership opportunities to execute special projects and, in some cases, cross-functional, [removed: cross-regional,] [added: cross-regional] or cross-divisional work assignments.
Our total rewards philosophy is to offer market-based, competitive wages and benefits in the markets where we [removed: compete for talent.][added: operate.]
All of our employees were paid at least the applicable legal minimum wage, and over [removed: 99%] [added: 98%] of our employees were paid above the applicable legal minimum wage, at year-end [removed: 2024.][added: 2025.]
Pay is generally positioned around the market median, with variances [added: largely] based on knowledge, skills, years of experience and [removed: in line] [added: consistent] with our [removed: pay for performance] [added: pay-for-performance] philosophy.
In addition to base wages, our compensation and benefit programs — which vary by region, country and business unit — include short-term incentives (generally paid in cash), long-term incentives (e.g., cash- or stock-based awards), employee benefit and retirement plans, healthcare and insurance benefits, health savings and flexible spending accounts, paid time off, leave of absence [added: benefits,] and employee assistance programs.
We offer the opportunity for flexible work arrangements for [removed: most] [added: certain] of our office-based workforce to provide them with [removed: greater] flexibility to balance their work and personal commitments, while ensuring that we meet the needs of our business.
Each year, we engage an independent third party to evaluate [added: internal] pay equity, making merit-based pay adjustments where appropriate.
These include optimizing supply-chain and labor efficiency, reducing waste and mitigating loss, advancing sustainability, circularity and transparency, and helping brands and consumers to better connect.
With decades of experience and deep expertise in materials science, engineering, and process technology, we continuously innovate to anticipate market needs, address customer challenges and unlock new opportunities.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
Our decades of experience creating solutions for customers and our deep expertise enable us to bring innovative solutions to the industries we serve.
We have and license a number of patents in both of our reportable segments.
In 2025, we acquired W.F. Taylor Holdings, Inc. ("Taylor Adhesives"), a Georgia-based flooring adhesives business.
(1) Reflects reclassification in 2025 of approximately 2,500 employees from Non-Operations to Operations compared to prior year.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
Our enterprise competency model represents our global standard for the leadership skills and behaviors that we develop in our employees so we can achieve our vision.
This model, which establishes clear expectations that align with our values and strategies and increases fairness, consistency and transparency in how we hire/select, promote, develop and reward our talent, was embedded into key talent processes and practices in 2025, including performance management, development and learning.
In 2025, we reviewed pay, including base, annual, and long-term incentives.
A highly engaged workforce not only allows us to attract and retain top-tier talent but also translates directly into better business outcomes that benefit all our stakeholders.
We believe our talent is one of our greatest competitive advantages.
We are dedicated to strengthening our high-performance, values-based culture—an environment grounded in fairness that provides our team members opportunities to thrive.
By fostering a workplace that embraces a mix of skills, experiences and backgrounds, we empower our employees to be increasingly productive, innovative and engaged.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
In 2024, our Materials Group and Solutions Group reportable segments comprised approximately 69% and 31%, respectively, of our total net sales.
Self-adhesive materials are also used to convey variable information through
Our innovation and data management capabilities, global footprint and market access continuously expand our solutions platform.
Our decades 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.
Group, in each case for which we have and license a number of patents.
In 2023, we acquired Silver Crystal Group ("Silver Crystal"), a Canada-based provider of sports apparel customization and application solutions across in-venue, direct-to-business and e-commerce platforms; LG Group, Inc. ("Lion Brothers"), a Maryland-based designer and manufacturer of apparel brand embellishments; and Thermopatch, Inc. ("Thermopatch"), a New York-based manufacturer specializing in labeling, embellishments and transfers for the sports, industrial laundry, workwear and hospitality industries.
In 2024, we introduced an enterprise-wide competency model that provides transparency and clarity around what we expect from our leaders, which will serve as the go-forward foundation of all of our talent practices, from talent selection and retention to individual and career development to succession.
In 2024, we reviewed pay equity (considering total base, annual incentives and long-term incentives) with respect to gender for 93% of our global employee population, and with respect to gender and race/ethnicity for all U.S. employees.
Because we believe that an engaged workforce promotes retention and minimizes employee turnover, we annually conduct a global employee engagement survey.
We deployed this same platform in 2024, enabling year-over-year comparability of results.
We aim to foster an environment where our employees with various skills, experiences and backgrounds can grow and be increasingly productive and innovative, allowing us to benefit from a highly engaged team and attract and retain talent for the benefit of our stakeholders.
Our global people-focused strategic pillars include enhancing the experience of our manufacturing employees and making merit and transparency even more foundational to our employee experience.
We have a global team that helps advance these priorities in coordination with regional councils and our employee resource groups, which are open to all our team members and provide individuals with shared interests a forum in which to identify ways in which we can improve our employee experience.
We continue to evaluate the use of alternative materials and technologies to minimize these emissions.
An excerpt. Shown here: 40 of 49 rewritten, all 17 added and all 14 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2025 filing and the FY2024 filing.
Cover and table of contents
46 rewritten, 5 added, 2 removed, 73 unchanged
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
For the fiscal year ended December [removed: 28, 2024] [added: 31, 2025] or
| [removed: 1.25%] [added: 3.750%] Senior Notes due [removed: 2025] [added: 2034] | | | | | | [removed: AVY25] [added: AVY34] | | | | | | Nasdaq Stock Market | | |
| [removed: 3.75%] [added: 4.000%] Senior Notes due [removed: 2034] [added: 2035] | | | | | | [removed: AVY34] [added: AVY35] | | | | | | Nasdaq Stock Market | | |
The aggregate market value of voting and non-voting common equity held by non-affiliates as of June [removed: 28, 2024,] [added: 27, 2025,] the last business day of the registrant’s most recently completed second fiscal quarter, was approximately [removed: $17.5] [added: $13.6] billion.
Number of shares of common stock, $1 par value, outstanding as of [removed: February 22, 2025,] [added: January 31, 2026,] the end of the registrant’s most recent fiscal month: [removed: 78,994,622.][added: 76,877,940.]
| Portions of Definitive Proxy Statement for Annual Meeting of Stockholders to be held on April [removed: 24, 2025] [added: 30, 2026] | | | | | | Parts III, IV | | |
FISCAL YEAR [removed: 2024] [added: 2025] ANNUAL REPORT ON FORM 10-K
| [Item [removed: 1.](#iec64c760301d4617b1a814d9c6cfc996_16)] [added: 1.](#i737457f929ff47bb8b2643445cd22790_16)] | | | [removed: [Business](#iec64c760301d4617b1a814d9c6cfc996_16)] [added: [Business](#i737457f929ff47bb8b2643445cd22790_16)] | | | [removed: [2](#iec64c760301d4617b1a814d9c6cfc996_16)] [added: [2](#i737457f929ff47bb8b2643445cd22790_16)] | | |
| [Item [removed: 1A.](#iec64c760301d4617b1a814d9c6cfc996_19)] [added: 1A.](#i737457f929ff47bb8b2643445cd22790_19)] | | | [Risk [removed: Factors](#iec64c760301d4617b1a814d9c6cfc996_19)] [added: Factors](#i737457f929ff47bb8b2643445cd22790_19)] | | | [removed: [7](#iec64c760301d4617b1a814d9c6cfc996_19)] [added: [7](#i737457f929ff47bb8b2643445cd22790_19)] | | |
| [Item [removed: 1B.](#iec64c760301d4617b1a814d9c6cfc996_22)] [added: 1B.](#i737457f929ff47bb8b2643445cd22790_22)] | | | [Unresolved Staff [removed: Comments](#iec64c760301d4617b1a814d9c6cfc996_22)] [added: Comments](#i737457f929ff47bb8b2643445cd22790_22)] | | | [removed: [17](#iec64c760301d4617b1a814d9c6cfc996_22)] [added: [17](#i737457f929ff47bb8b2643445cd22790_22)] | | |
| [Item [removed: 1C.](#iec64c760301d4617b1a814d9c6cfc996_25)] [added: 1C.](#i737457f929ff47bb8b2643445cd22790_25)] | | | [removed: [Cybersecurity](#iec64c760301d4617b1a814d9c6cfc996_25)] [added: [Cybersecurity](#i737457f929ff47bb8b2643445cd22790_25)] | | | [removed: [18](#iec64c760301d4617b1a814d9c6cfc996_25)] [added: [18](#i737457f929ff47bb8b2643445cd22790_25)] | | |
| [Item [removed: 2.](#iec64c760301d4617b1a814d9c6cfc996_28)] [added: 2.](#i737457f929ff47bb8b2643445cd22790_28)] | | | [removed: [Properties](#iec64c760301d4617b1a814d9c6cfc996_28)] [added: [Properties](#i737457f929ff47bb8b2643445cd22790_28)] | | | [removed: [19](#iec64c760301d4617b1a814d9c6cfc996_28)] [added: [19](#i737457f929ff47bb8b2643445cd22790_28)] | | |
| [Item [removed: 3.](#iec64c760301d4617b1a814d9c6cfc996_31)] [added: 3.](#i737457f929ff47bb8b2643445cd22790_31)] | | | [Legal [removed: Proceedings](#iec64c760301d4617b1a814d9c6cfc996_31)] [added: Proceedings](#i737457f929ff47bb8b2643445cd22790_31)] | | | [removed: [19](#iec64c760301d4617b1a814d9c6cfc996_31)] [added: [19](#i737457f929ff47bb8b2643445cd22790_31)] | | |
| [Item [removed: 4.](#iec64c760301d4617b1a814d9c6cfc996_34)] [added: 4.](#i737457f929ff47bb8b2643445cd22790_34)] | | | [Mine Safety [removed: Disclosures](#iec64c760301d4617b1a814d9c6cfc996_34)] [added: Disclosures](#i737457f929ff47bb8b2643445cd22790_34)] | | | [removed: [19](#iec64c760301d4617b1a814d9c6cfc996_34)] [added: [19](#i737457f929ff47bb8b2643445cd22790_34)] | | |
| [Item [removed: 5.](#iec64c760301d4617b1a814d9c6cfc996_40)] [added: 5.](#i737457f929ff47bb8b2643445cd22790_40)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#iec64c760301d4617b1a814d9c6cfc996_40)] [added: Securities](#i737457f929ff47bb8b2643445cd22790_40)] | | | [removed: [20](#iec64c760301d4617b1a814d9c6cfc996_40)] [added: [20](#i737457f929ff47bb8b2643445cd22790_40)] | | |
| [Item [removed: 6.](#iec64c760301d4617b1a814d9c6cfc996_43)] [added: 6.](#i737457f929ff47bb8b2643445cd22790_43)] | | | [removed: [Reserved](#iec64c760301d4617b1a814d9c6cfc996_43)] [added: [Reserved](#i737457f929ff47bb8b2643445cd22790_43)] | | | [removed: [21](#iec64c760301d4617b1a814d9c6cfc996_43)] [added: [21](#i737457f929ff47bb8b2643445cd22790_43)] | | |
| [Item [removed: 7.](#iec64c760301d4617b1a814d9c6cfc996_46)] [added: 7.](#i737457f929ff47bb8b2643445cd22790_46)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#iec64c760301d4617b1a814d9c6cfc996_46)] [added: Operations](#i737457f929ff47bb8b2643445cd22790_46)] | | | [removed: [22](#iec64c760301d4617b1a814d9c6cfc996_46)] [added: [22](#i737457f929ff47bb8b2643445cd22790_46)] | | |
| [Item [removed: 7A.](#iec64c760301d4617b1a814d9c6cfc996_76)] [added: 7A.](#i737457f929ff47bb8b2643445cd22790_76)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#iec64c760301d4617b1a814d9c6cfc996_76)] [added: Risk](#i737457f929ff47bb8b2643445cd22790_76)] | | | [removed: [37](#iec64c760301d4617b1a814d9c6cfc996_76)] [added: [38](#i737457f929ff47bb8b2643445cd22790_76)] | | |
| [Item [removed: 8](#iec64c760301d4617b1a814d9c6cfc996_79)] [added: 8](#i737457f929ff47bb8b2643445cd22790_79)] | | | [Financial Statements and Supplementary [removed: Data](#iec64c760301d4617b1a814d9c6cfc996_79)] [added: Data](#i737457f929ff47bb8b2643445cd22790_79)] | | | [removed: [38](#iec64c760301d4617b1a814d9c6cfc996_79)] [added: [39](#i737457f929ff47bb8b2643445cd22790_79)] | | |
| [Item [removed: 9.](#iec64c760301d4617b1a814d9c6cfc996_157)] [added: 9.](#i737457f929ff47bb8b2643445cd22790_157)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#iec64c760301d4617b1a814d9c6cfc996_157)] [added: Disclosure](#i737457f929ff47bb8b2643445cd22790_157)] | | | [removed: [83](#iec64c760301d4617b1a814d9c6cfc996_157)] [added: [84](#i737457f929ff47bb8b2643445cd22790_157)] | | |
| [Item [removed: 9A.](#iec64c760301d4617b1a814d9c6cfc996_160)] [added: 9A.](#i737457f929ff47bb8b2643445cd22790_160)] | | | [Controls and [removed: Procedures](#iec64c760301d4617b1a814d9c6cfc996_160)] [added: Procedures](#i737457f929ff47bb8b2643445cd22790_160)] | | | [removed: [83](#iec64c760301d4617b1a814d9c6cfc996_160)] [added: [84](#i737457f929ff47bb8b2643445cd22790_160)] | | |
| [Item [removed: 9B.](#iec64c760301d4617b1a814d9c6cfc996_163)] [added: 9B.](#i737457f929ff47bb8b2643445cd22790_163)] | | | [Other [removed: Information](#iec64c760301d4617b1a814d9c6cfc996_163)] [added: Information](#i737457f929ff47bb8b2643445cd22790_163)] | | | [removed: [83](#iec64c760301d4617b1a814d9c6cfc996_163)] [added: [84](#i737457f929ff47bb8b2643445cd22790_163)] | | |
| [Item [removed: 9C.](#iec64c760301d4617b1a814d9c6cfc996_166)] [added: 9C.](#i737457f929ff47bb8b2643445cd22790_166)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#iec64c760301d4617b1a814d9c6cfc996_166)] [added: Inspections](#i737457f929ff47bb8b2643445cd22790_166)] | | | [removed: [83](#iec64c760301d4617b1a814d9c6cfc996_166)] [added: [84](#i737457f929ff47bb8b2643445cd22790_166)] | | |
| [PART [removed: III](#iec64c760301d4617b1a814d9c6cfc996_169)] [added: III](#i737457f929ff47bb8b2643445cd22790_169)] | | | | | | | | |
| [Item [removed: 10.](#iec64c760301d4617b1a814d9c6cfc996_172)] [added: 10.](#i737457f929ff47bb8b2643445cd22790_172)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#iec64c760301d4617b1a814d9c6cfc996_172)] [added: Governance](#i737457f929ff47bb8b2643445cd22790_172)] | | | [removed: [84](#iec64c760301d4617b1a814d9c6cfc996_172)] [added: [85](#i737457f929ff47bb8b2643445cd22790_172)] | | |
| [Item [removed: 11.](#iec64c760301d4617b1a814d9c6cfc996_175)] [added: 11.](#i737457f929ff47bb8b2643445cd22790_175)] | | | [Executive [removed: Compensation](#iec64c760301d4617b1a814d9c6cfc996_175)] [added: Compensation](#i737457f929ff47bb8b2643445cd22790_175)] | | | [removed: [86](#iec64c760301d4617b1a814d9c6cfc996_175)] [added: [88](#i737457f929ff47bb8b2643445cd22790_175)] | | |
| [Item [removed: 12.](#iec64c760301d4617b1a814d9c6cfc996_178)] [added: 12.](#i737457f929ff47bb8b2643445cd22790_178)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#iec64c760301d4617b1a814d9c6cfc996_178)] [added: Matters](#i737457f929ff47bb8b2643445cd22790_178)] | | | [removed: [86](#iec64c760301d4617b1a814d9c6cfc996_178)] [added: [88](#i737457f929ff47bb8b2643445cd22790_178)] | | |
| [Item [removed: 13.](#iec64c760301d4617b1a814d9c6cfc996_181)] [added: 13.](#i737457f929ff47bb8b2643445cd22790_181)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#iec64c760301d4617b1a814d9c6cfc996_181)] [added: Independence](#i737457f929ff47bb8b2643445cd22790_181)] | | | [removed: [86](#iec64c760301d4617b1a814d9c6cfc996_181)] [added: [88](#i737457f929ff47bb8b2643445cd22790_181)] | | |
| [Item [removed: 14.](#iec64c760301d4617b1a814d9c6cfc996_184)] [added: 14.](#i737457f929ff47bb8b2643445cd22790_184)] | | | [Principal Accountant Fees and [removed: Services](#iec64c760301d4617b1a814d9c6cfc996_184)] [added: Services](#i737457f929ff47bb8b2643445cd22790_184)] | | | [removed: [86](#iec64c760301d4617b1a814d9c6cfc996_184)] [added: [88](#i737457f929ff47bb8b2643445cd22790_184)] | | |
| [PART [removed: IV](#iec64c760301d4617b1a814d9c6cfc996_187)] [added: IV](#i737457f929ff47bb8b2643445cd22790_187)] | | | | | | | | |
| [Item [removed: 15.](#iec64c760301d4617b1a814d9c6cfc996_190)] [added: 15.](#i737457f929ff47bb8b2643445cd22790_190)] | | | [removed: [Exhibit](#iec64c760301d4617b1a814d9c6cfc996_190)[s](#iec64c760301d4617b1a814d9c6cfc996_190) [and] [added: [Exhibits and] Financial Statement [removed: Schedules](#iec64c760301d4617b1a814d9c6cfc996_190)] [added: Schedules](#i737457f929ff47bb8b2643445cd22790_190)] | | | [removed: [87](#iec64c760301d4617b1a814d9c6cfc996_190)] [added: [89](#i737457f929ff47bb8b2643445cd22790_190)] | | |
| [Item [removed: 16.](#iec64c760301d4617b1a814d9c6cfc996_193)] [added: 16.](#i737457f929ff47bb8b2643445cd22790_193)] | | | [Form 10-K [removed: Summary](#iec64c760301d4617b1a814d9c6cfc996_193)] [added: Summary](#i737457f929ff47bb8b2643445cd22790_193)] | | | [removed: [92](#iec64c760301d4617b1a814d9c6cfc996_193)] [added: [94](#i737457f929ff47bb8b2643445cd22790_193)] | | |
| | | | [removed: [Signatures](#iec64c760301d4617b1a814d9c6cfc996_196)] [added: [Signatures](#i737457f929ff47bb8b2643445cd22790_196)] | | | [removed: [93](#iec64c760301d4617b1a814d9c6cfc996_196)] [added: [95](#i737457f929ff47bb8b2643445cd22790_196)] | | |
| | | | [Power of [removed: Attorney](#iec64c760301d4617b1a814d9c6cfc996_199)] [added: Attorney](#i737457f929ff47bb8b2643445cd22790_199)] | | | [removed: [94](#iec64c760301d4617b1a814d9c6cfc996_199)] [added: [96](#i737457f929ff47bb8b2643445cd22790_199)] | | |
We believe that the most significant risk factors that could affect our financial performance in the near term include: (i) the impact on underlying demand for our products from global economic conditions, [added: tariffs,] geopolitical uncertainty, and changes in environmental standards, regulations and preferences; (ii) competitors’ actions, including pricing, expansion in key markets, and product offerings; (iii) the cost and availability of raw materials; (iv) the degree to which higher costs can be offset with productivity measures and/or passed on to customers through price increases, without a significant loss of volume; (v) foreign currency fluctuations; and (vi) the execution and integration of acquisitions.
- International Operations [removed: –] [added: —] worldwide economic, [removed: social, geopolitical] [added: geopolitical, social] and [removed: market] [added: labor] conditions; changes in geopolitical conditions, including those related to trade relations and tariffs, China, the Russia-Ukraine war, the Israel-Hamas war and related hostilities in the Middle East; fluctuations in foreign currency exchange rates; and other risks associated with international operations, including in emerging markets
- Our Business [removed: –] [added: —] fluctuations in demand affecting sales to customers; fluctuations in the cost and availability of raw materials and energy; changes in our markets due to competitive conditions, technological developments, laws and regulations, customer preferences; environmental regulations and sustainability trends; the impact of competitive products and pricing; the execution and integration of acquisitions; selling prices; customer and supplier concentrations or consolidations; the financial condition of distributors; outsourced manufacturers; product and service quality claims; restructuring and other cost reduction actions; our ability to generate sustained productivity improvement and our ability to achieve and sustain targeted cost reductions; the timely development and market acceptance of new products, including sustainable or sustainably-sourced products; our investment in development activities and new production facilities; the collection of receivables from customers; and our sustainability and governance practices
- Information Technology [removed: –] [added: —] disruptions in information technology systems; cyber security events or other security breaches; and successful installation of new or upgraded information technology systems
- Income Taxes [removed: –] [added: —] fluctuations in tax rates; changes in tax laws and regulations, and uncertainties associated with interpretations of such laws and regulations; outcome of tax audits; and the realization of deferred tax assets
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| [PART I](#i737457f929ff47bb8b2643445cd22790_13) | | | | | | | | |
| [PART II](#i737457f929ff47bb8b2643445cd22790_37) | | | | | | | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| [PART I](#iec64c760301d4617b1a814d9c6cfc996_13) | | | | | | | | |
| [PART II](#iec64c760301d4617b1a814d9c6cfc996_37) | | | | | | | | |
An excerpt. Shown here: 40 of 46 rewritten, all 5 added and all 2 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2025 filing and the FY2024 filing.
Item 1B. UNRESOLVED STAFF COMMENTS
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[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Item 1C. CYBERSECURITY
13 rewritten, 5 added, 2 removed, 4 unchanged
Our cybersecurity risk management program, which is designed to protect the confidentiality, integrity and availability of our critical systems and information, includes a comprehensive [removed: cybersecurity] [added: security] incident response plan.
We design and assess our program based on the ISO 27000 and the National Institute of Standards and Technology [removed: (NIST)] [added: ("NIST")] SP-800 and Cybersecurity Framework.
[removed: Our cybersecurity risk management program] [added: It] complements our [removed: overall] enterprise risk management [removed: program,] [added: program overseen by our Board,] using similar methodologies and governance processes to identify risks and mitigating strategies.
Our cybersecurity risk management program includes risk assessments designed to help identify potentially material cybersecurity risks to our critical systems, [removed: information,] [added: information security,] products and services, as well as our broader enterprise information technology environment; an information technology security team principally responsible for managing our cybersecurity risk assessment processes, security controls and response to any cybersecurity events; the use of third party experts and service providers, where appropriate, to assess, test and otherwise assist with protecting our security environment; cybersecurity awareness training for our employees and further training for our incident response personnel and senior management; a [removed: cybersecurity] [added: security] incident response plan that includes procedures for assessing and coordinating our response to cybersecurity events; and a third-party risk management [removed: process for service providers, suppliers] [added: program designed to identify] and [removed: vendors.][added: mitigate risks associated with our supply chain and vendor ecosystem, which includes initial security posture assessments, contractual security requirements and ongoing monitoring of critical third parties to address potential cybersecurity threats.]
We have not experienced cybersecurity events that have materially affected our operations, results of [removed: operations,] [added: operations] or financial condition.
However, we face [removed: certain] ongoing risks from cybersecurity threats [added: in an ever-evolving threat landscape] that, if realized, [removed: would] [added: could] be reasonably likely to materially affect [removed: us, including] our [removed: operations, results of operations, or financial condition.][added: business.]
[removed: Our] [added: In 2025, its Audit Committee was primarily responsible for overseeing our strategies, policies and risk management practices related to cybersecurity and information security, engaging with management, including our Chief] Information Security Officer [removed: (“ISO”)] [added: (“CISO”), who] reports [removed: directly] to our Chief Information Officer (“CIO”), a member of our Company Leadership Team and [added: a] direct report of our Chief Executive Officer (“CEO”).
[removed: Management updates] [added: In addition, management updated] the [removed: Audit Committee,] [added: Cybersecurity Advisory Council, composed of members of our Board and management, to obtain additional insights into our cybersecurity risk management, and,] if and as needed, [added: to the Audit Committee] regarding any significant cybersecurity events, as well as events that may have had lesser potential impact.
Our cybersecurity leadership team [removed: ("CSLT"),] [added: ("CSLT") —] which includes leaders accountable for security operations, incident response, risk and compliance, data security, application security, digital solutions security, vulnerability management and operational technology [removed: security,] [added: security —] is responsible for assessing and managing our risks from cybersecurity threats.
The [removed: team has primary responsibility] [added: CSLT, which is led by our CIO and CISO, is primarily responsible] for our overall cybersecurity risk management program and supervises both our internal cybersecurity [added: and information security] personnel and [removed: our] [added: the] external [removed: cybersecurity consultants.][added: consultants advising our company on these matters.]
[removed: Information] [added: Our information] security [added: management and] personnel maintain a variety of technical and managerial security certifications and have broad security experience in manufacturing, finance, software and information technology environments.
The CSLT [removed: supervises] [added: manages] our efforts to prevent, detect, mitigate and remediate cybersecurity risks and incidents through a variety of means, which may include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants; and reports from cybersecurity systems deployed in our information technology environment.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Our Board considers cybersecurity risk as part of its overall risk oversight.
During 2025, our CIO and CISO provided semiannual updates on our cybersecurity preparedness to the Audit Committee.
These updates covered the overall status of our cybersecurity program, results of risk assessments, the evolving threat landscape, performance against key performance indicators and the progress with strategic information security initiatives.
The Audit Committee Chair reported on these matters to our full Board.
Effective January 2026, our Board formed a standalone Cybersecurity Committee to be primarily responsible for overseeing our strategies, policies and risk management practices related to cybersecurity and information security and the Cybersecurity Advisory Council ceased operating.
Our Board of Directors (our “Board”) considers cybersecurity risk as part of its risk oversight function and has delegated to the Audit Committee primary responsibility for overseeing our cybersecurity risk management program and engaging with management on cybersecurity and other risks related to our information technology controls and security.
The CIO and ISO together provide updates and discuss our cybersecurity preparedness with the Audit Committee at least semiannually, which its Chair then reports on to our full Board.
Item 2. PROPERTIES
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As of December [removed: 28, 2024,] [added: 31, 2025,] we operated manufacturing facilities in excess of 100,000 square feet in the reportable segments and locations listed below.
| U.S. | | | Peachtree City, Georgia; Greenfield and Lowell, Indiana; Fairport Harbor, Mentor, Oak [removed: Harbor,] [added: Harbor] and Painesville, Ohio; and Mill Hall, Pennsylvania | | |
| Non-U.S. | | | Soignies and Turnhout, Belgium; Vinhedo, Brazil; Guangzhou, [removed: Kunshan,] [added: Kunshan] and Zhuozhou, China; Champ-sur-Drac, France; Gotha, Germany; [removed: Pune] [added: Noida] and [removed: Noida,] [added: Pune,] India; Longford, Ireland; Kibbutz Hanita, Israel; [removed: Chungju, South Korea;] Rodange, Luxembourg; Bangi, Malaysia; Queretaro, Mexico; [added: Chungju, South Korea;] Rayong, Thailand; and Cramlington, United Kingdom | | |
| Non-U.S. | | | Dhaka, Bangladesh; Guangzhou, [removed: Nansha,] Ningbo, Panyu, [removed: Shenzhen,] [added: Shenzhen] and Suzhou, China; Ancarano, Italy; Kulim, Malaysia; Queretaro, Mexico; and Long An Province, Vietnam | | |
We own all of the principal properties identified above, except for the facilities in the following locations, which are leased: New Century, Kansas; [removed: Mentor, Ohio;] Nashville, Tennessee; Hong Kong, Ningbo, Panyu, Shenzhen and Zhuozhou, China; Kibbutz Hanita, Israel; and Oegstgeest, the Netherlands.
Item 4. MINE SAFETY DISCLOSURES
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[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
12 rewritten, 7 added, 7 removed, 16 unchanged
We did not sell securities in any unregistered transactions during fiscal year [removed: 2024.][added: 2025.]
Future dividend payments are subject to the approval by our Board of Directors [added: (our "Board")] based on our earnings, capital requirements, financial condition and other factors.
We had [removed: 3,391] [added: 3,130] shareholders of record as of December [removed: 28, 2024,] [added: 31, 2025,] the last day of our [removed: 2024] [added: 2025] fiscal year.
The graph below compares the cumulative stockholder return on our common stock, including reinvestment of dividends, with the return on the S&P 500 Stock Index, S&P 500 Industrials Index and Dow Jones U.S. Container & Packaging Index, in each case for the five-year period ending December 31, [removed: 2024.][added: 2025.]
[removed: ][added: ]
| | | | [removed: 12/31/2019 | | |] 12/31/2020 | | | 12/31/2021 | | | 12/31/2022 | | | 12/31/2023 | | | 12/31/2024 | | | [added: 12/31/2025 | | |]
| Dow Jones U.S. Container & Packaging Index | | | 100 | | | [removed: 121] [added: 112] | | | [removed: 135] [added: 93] | | | [removed: 112] [added: 99] | | | [removed: 120] [added: 113] | | | [removed: 136] [added: 101] | | |
(1) Assumes $100 invested on December 31, [removed: 2019] [added: 2020] and reinvestment of dividends.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Repurchases by us or our “affiliated purchasers” (as defined in Rule 10b-18(a)(3) of the [added: Securities] Exchange [removed: Act)] [added: Act] of [added: 1934, as amended) of] registered equity securities in the fourth quarter of [removed: 2024] [added: 2025] are shown in the table below.
(1) The periods shown are our fiscal months during the [removed: thirteen-week] quarter ended December [removed: 28, 2024.][added: 31, 2025.]
(4) In April [removed: 2022,] [added: 2025,] our Board authorized the repurchase of shares of our common stock with a fair market value of up to $750 million, excluding any fees, commissions or other expenses related to such purchases, in addition to the amount outstanding under our previous Board authorization.
| Avery Dennison | | | $ | 100 | | $ | 141 | | $ | 120 | | $ | 137 | | $ | 128 | | $ | 127 | |
| S&P 500 Industrials Index | | | 100 | | | 121 | | | 114 | | | 135 | | | 159 | | | 190 | | |
| S&P 500 Index | | | 100 | | | 129 | | | 105 | | | 133 | | | 166 | | | 196 | | |
| September 28, 2025 – October 25, 2025 | | | | | | 265.4 | | | | | | $ | 160.9 | | | | | 265.4 | | | | | | $ | 604.4 | |
| October 26, 2025 – November 22, 2025 | | | | | | 256.4 | | | | | | 173.6 | | | | | | 256.4 | | | | | | 559.9 | | |
| November 23, 2025 – December 31, 2025 | | | | | | 191.9 | | | | | | 175.4 | | | | | | 191.9 | | | | | | 526.3 | | |
| Total | | | | | | 713.7 | | | | | | $ | 169.3 | | | | | 713.7 | | | | | | $ | 526.3 | |
| Avery Dennison | | | $ | 100 | | $ | 121 | | $ | 171 | | $ | 145 | | $ | 165 | | $ | 155 | |
| S&P 500 Industrials Index | | | 100 | | | 111 | | | 135 | | | 127 | | | 150 | | | 176 | | |
| S&P 500 Index | | | 100 | | | 118 | | | 152 | | | 125 | | | 158 | | | 197 | | |
| September 29, 2024 – October 26, 2024 | | | | | | 105.5 | | | | | | $ | 215.1 | | | | | 105.5 | | | | | | $ | 462.9 | |
| October 27, 2024 – November 23, 2024 | | | | | | 271.7 | | | | | | 203.2 | | | | | | 271.7 | | | | | | 407.7 | | |
| November 24, 2024 – December 28, 2024 | | | | | | 311.0 | | | | | | 195.6 | | | | | | 311.0 | | | | | | 346.9 | | |
| Total | | | | | | 688.2 | | | | | | $ | 201.6 | | | | | 688.2 | | | | | | $ | 346.9 | |
Item 6. RESERVED
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[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
570 rewritten, 275 added, 134 removed, 839 unchanged
| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID](#iec64c760301d4617b1a814d9c6cfc996_82) 238[)](#iec64c760301d4617b1a814d9c6cfc996_82)[](#iec64c760301d4617b1a814d9c6cfc996_82)] [added: ID](#i737457f929ff47bb8b2643445cd22790_82) 238[)](#i737457f929ff47bb8b2643445cd22790_82)[](#i737457f929ff47bb8b2643445cd22790_82)] | | | [removed: [39](#iec64c760301d4617b1a814d9c6cfc996_82)] [added: [40](#i737457f929ff47bb8b2643445cd22790_82)] | | |
| [Consolidated Financial [removed: Statements:](#iec64c760301d4617b1a814d9c6cfc996_85)] [added: Statements:](#i737457f929ff47bb8b2643445cd22790_85)] | | | | | |
| [Consolidated Balance Sheets as of [removed: December](#iec64c760301d4617b1a814d9c6cfc996_88) [28](#iec64c760301d4617b1a814d9c6cfc996_88)[, 202](#iec64c760301d4617b1a814d9c6cfc996_88)[4](#iec64c760301d4617b1a814d9c6cfc996_88)] [added: December](#i737457f929ff47bb8b2643445cd22790_88) [31](#i737457f929ff47bb8b2643445cd22790_88)[, 202](#i737457f929ff47bb8b2643445cd22790_88)[5](#i737457f929ff47bb8b2643445cd22790_88)] [and [removed: December 3](#iec64c760301d4617b1a814d9c6cfc996_88)[0](#iec64c760301d4617b1a814d9c6cfc996_88)[, 202](#iec64c760301d4617b1a814d9c6cfc996_88)[3](#iec64c760301d4617b1a814d9c6cfc996_88)] [added: December](#i737457f929ff47bb8b2643445cd22790_88) [28](#i737457f929ff47bb8b2643445cd22790_88)[, 202](#i737457f929ff47bb8b2643445cd22790_88)[4](#i737457f929ff47bb8b2643445cd22790_88)] | | | [removed: [41](#iec64c760301d4617b1a814d9c6cfc996_88)] [added: [42](#i737457f929ff47bb8b2643445cd22790_88)] | | |
| [Consolidated Statements of Income for [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_91)[4](#iec64c760301d4617b1a814d9c6cfc996_91)[, 202](#iec64c760301d4617b1a814d9c6cfc996_91)[3](#iec64c760301d4617b1a814d9c6cfc996_91)] [added: 202](#i737457f929ff47bb8b2643445cd22790_91)[5](#i737457f929ff47bb8b2643445cd22790_91)[, 202](#i737457f929ff47bb8b2643445cd22790_91)[4](#i737457f929ff47bb8b2643445cd22790_91)] [and [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_91)[2](#iec64c760301d4617b1a814d9c6cfc996_91)[](#iec64c760301d4617b1a814d9c6cfc996_91)] [added: 202](#i737457f929ff47bb8b2643445cd22790_91)[3](#i737457f929ff47bb8b2643445cd22790_91)[](#i737457f929ff47bb8b2643445cd22790_91)] | | | [removed: [42](#iec64c760301d4617b1a814d9c6cfc996_91)] [added: [43](#i737457f929ff47bb8b2643445cd22790_91)] | | |
| [Consolidated Statements of Comprehensive Income for [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_94)[4](#iec64c760301d4617b1a814d9c6cfc996_94)[, 202](#iec64c760301d4617b1a814d9c6cfc996_94)[3](#iec64c760301d4617b1a814d9c6cfc996_94)] [added: 202](#i737457f929ff47bb8b2643445cd22790_94)[5](#i737457f929ff47bb8b2643445cd22790_94)[, 202](#i737457f929ff47bb8b2643445cd22790_94)[4](#i737457f929ff47bb8b2643445cd22790_94)] [and [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_94)[2](#iec64c760301d4617b1a814d9c6cfc996_94)] [added: 202](#i737457f929ff47bb8b2643445cd22790_94)[3](#i737457f929ff47bb8b2643445cd22790_94)] | | | [removed: [43](#iec64c760301d4617b1a814d9c6cfc996_94)] [added: [44](#i737457f929ff47bb8b2643445cd22790_94)] | | |
| [Consolidated Statements of Shareholders’ Equity for [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_97)[4](#iec64c760301d4617b1a814d9c6cfc996_97)[, 202](#iec64c760301d4617b1a814d9c6cfc996_97)[3](#iec64c760301d4617b1a814d9c6cfc996_97)] [added: 202](#i737457f929ff47bb8b2643445cd22790_97)[5](#i737457f929ff47bb8b2643445cd22790_97)[, 202](#i737457f929ff47bb8b2643445cd22790_97)[4](#i737457f929ff47bb8b2643445cd22790_97)] [and [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_97)[2](#iec64c760301d4617b1a814d9c6cfc996_97)[](#iec64c760301d4617b1a814d9c6cfc996_97)] [added: 202](#i737457f929ff47bb8b2643445cd22790_97)[3](#i737457f929ff47bb8b2643445cd22790_97)[](#i737457f929ff47bb8b2643445cd22790_97)] | | | [removed: [44](#iec64c760301d4617b1a814d9c6cfc996_97)] [added: [45](#i737457f929ff47bb8b2643445cd22790_97)] | | |
| [Consolidated Statements of Cash Flows for [removed: 202](#iec64c760301d4617b1a814d9c6cfc996_100)[4](#iec64c760301d4617b1a814d9c6cfc996_100)[, 202](#iec64c760301d4617b1a814d9c6cfc996_100)[3](#iec64c760301d4617b1a814d9c6cfc996_100) [](#iec64c760301d4617b1a814d9c6cfc996_100)[and 202](#iec64c760301d4617b1a814d9c6cfc996_100)[2](#iec64c760301d4617b1a814d9c6cfc996_100)] [added: 202](#i737457f929ff47bb8b2643445cd22790_100)[5](#i737457f929ff47bb8b2643445cd22790_100)[, 202](#i737457f929ff47bb8b2643445cd22790_100)[4](#i737457f929ff47bb8b2643445cd22790_100) [and 202](#i737457f929ff47bb8b2643445cd22790_100)[3](#i737457f929ff47bb8b2643445cd22790_100)] | | | [removed: [45](#iec64c760301d4617b1a814d9c6cfc996_100)] [added: [46](#i737457f929ff47bb8b2643445cd22790_100)] | | |
| [Notes to Consolidated Financial [removed: Statements](#iec64c760301d4617b1a814d9c6cfc996_103)] [added: Statements](#i737457f929ff47bb8b2643445cd22790_103)] | | | [removed: [46](#iec64c760301d4617b1a814d9c6cfc996_103)] [added: [47](#i737457f929ff47bb8b2643445cd22790_103)] | | |
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
We have audited the accompanying consolidated balance sheets of Avery Dennison Corporation and its subsidiaries (the “Company”) as of December [removed: 28, 2024] [added: 31, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] and the related consolidated statements of income, of comprehensive income, of shareholders’ equity and of cash flows for each of the three years in the period ended December [removed: 28, 2024,] [added: 31, 2025,] including the related notes (collectively referred to as the “consolidated financial statements”).
We also have audited the Company’s internal control over financial reporting as of December [removed: 28, 2024,] [added: 31, 2025,] based on criteria established in *Internal Control – Integrated 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 December [removed: 28, 2024] [added: 31, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December [removed: 28, 2024] [added: 31, 2025] 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 December [removed: 28, 2024,] [added: 31, 2025,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the COSO.
The Company’s consolidated net sales were [removed: $8,755.7] [added: $8,855.5] million for the year ended December [removed: 28, 2024,] [added: 31, 2025,] of which a majority relates to certain product revenue in the Company’s Materials Group and Solutions Group reportable segments.
These procedures also included, among others (i) testing certain product revenue transactions, on a sample basis, by obtaining and inspecting source documents, such as purchase orders, invoices, contracts, proof of shipment or delivery, and subsequent payment receipts; [removed: (ii) testing certain product revenue transactions by developing an independent expectation of revenue] and [removed: comparing the independent expectation to the amount recorded; and (iii)] [added: (ii)] confirming, on a sample basis, outstanding customer invoice balances as of December [removed: 28, 2024] [added: 31, 2025] and, for confirmations not returned, obtaining and inspecting source documents, such as purchase orders, invoices, proof of shipment or delivery, and subsequent payment receipts.
We have served as the Company’s auditor since at least 1960, which [removed: were] [added: is when] the [removed: Company’s first financial statements] [added: Company became] subject to SEC reporting requirements.
| (Dollars in millions, except per share amount) | | | | | | December [removed: 28, 2024] [added: 31, 2025] | | | | | | December [removed: 30, 2023] [added: 28, 2024] | | |
| Cash and cash equivalents | | | | | | $ | [removed: 329.1] [added: 202.8] | | | | | $ | [removed: 215.0] [added: 329.1] | |
| Trade accounts receivable, less allowances of [removed: $29.0] [added: $28.1] and [removed: $34.4] [added: $29.0] at year-end [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | | | | [removed: 1,466.2] [added: 1,503.9] | | | | | | [removed: 1,414.9] [added: 1,466.2] | | |
| Inventories | | | | | | [removed: 978.1] [added: 975.8] | | | | | | [removed: 920.7] [added: 978.1] | | |
| Other current assets | | | | | | [removed: 305.3] [added: 307.8] | | | | | | [removed: 245.4] [added: 305.3] | | |
| Total current assets | | | | | | [removed: 3,078.7] [added: 2,990.3] | | | | | | [removed: 2,796.0] [added: 3,078.7] | | |
| Property, plant and equipment, net | | | | | | [removed: 1,586.7] [added: 1,607.7] | | | | | | [removed: 1,625.8] [added: 1,586.7] | | |
| Goodwill | | | | | | [removed: 1,976.2] [added: 2,272.5] | | | | | | [removed: 2,013.6] [added: 1,976.2] | | |
| Other intangibles resulting from business acquisitions, net | | | | | | [removed: 755.3] [added: 827.5] | | | | | | [removed: 849.1] [added: 755.3] | | |
| Deferred tax assets | | | | | | [removed: 110.0] [added: 125.3] | | | | | | [removed: 115.7] [added: 110.0] | | |
| Other assets | | | | | | [removed: 897.3] [added: 978.4] | | | | | | [removed: 809.6] [added: 897.3] | | |
| Total assets | | | | | | $ | [removed: 8,404.2] [added: 8,801.7] | | | | | $ | [removed: 8,209.8] [added: 8,404.2] | |
| Short-term borrowings and current portion of long-term debt and finance leases | | | | | | $ | [removed: 592.3] [added: 522.9] | | | | | $ | [removed: 622.2] [added: 592.3] | |
| Accounts payable | | | | | | [removed: 1,340.7] [added: 1,261.7] | | | | | | [removed: 1,277.1] [added: 1,340.7] | | |
| Accrued payroll and employee benefits | | | | | | [removed: 288.9] [added: 232.7] | | | | | | [removed: 213.4] [added: 288.9] | | |
| Accrued trade rebates | | | | | | [removed: 157.9] [added: 169.8] | | | | | | [removed: 142.4] [added: 157.9] | | |
| Income taxes payable | | | | | | [removed: 74.7] [added: 86.1] | | | | | | [removed: 57.6] [added: 74.7] | | |
| Other current liabilities | | | | | | [removed: 408.1] [added: 380.4] | | | | | | [removed: 386.8] [added: 408.1] | | |
| Total current liabilities | | | | | | [removed: 2,862.6] [added: 2,653.6] | | | | | | [removed: 2,699.5] [added: 2,862.6] | | |
| Long-term debt and finance leases | | | | | | [removed: 2,559.9] [added: 3,210.0] | | | | | | [removed: 2,622.1] [added: 2,559.9] | | |
| Long-term retirement benefits and other liabilities | | | | | | [removed: 434.6] [added: 432.0] | | | | | | [removed: 500.3] [added: 434.6] | | |
| Deferred tax liabilities and income taxes payable | | | | | | [removed: 234.8] [added: 264.0] | | | | | | [removed: 260.0] [added: 234.8] | | |
| Common stock, $1 par value per share, authorized – 400,000,000 shares at year-end [removed: 2024] [added: 2025] and [removed: 2023;] [added: 2024;] issued – 124,126,624 shares at year-end [removed: 2024] [added: 2025] and [removed: 2023;] [added: 2024;] outstanding – [removed: 79,800,396] [added: 76,877,487] and [removed: 80,495,585] [added: 79,800,396] shares at year-end [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively | | | | | | 124.1 | | | | | | 124.1 | | |
| Capital in excess of par value | | | | | | [removed: 840.6] [added: 834.3] | | | | | | [removed: 854.5] [added: 840.6] | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| Cumulative-effect adjustment upon adoption of accounting standard update(1) | | | | | | — | | | | | | — | | | | | | 10.2 | | | | | | — | | | | | | — | | | | | | 10.2 | | |
| Issuance of 119,495 shares under stock-based compensation plans | | | | | | — | | | | | | (6.3) | | | | | | 13.2 | | | | | | 8.4 | | | | | | — | | | | | | 15.3 | | |
| Contribution of 193,703 shares to 401(k) plan | | | | | | — | | | | | | — | | | | | | 23.3 | | | | | | 10.6 | | | | | | — | | | | | | 33.9 | | |
| Balance as of December 31, 2025 | | | | | | $ | 124.1 | | | | | $ | 834.3 | | | | | $ | 5,597.5 | | | | | $ | (3,904.1) | | | | | $ | (409.7) | | | | | $ | 2,242.1 | |
(1) In the first quarter of 2025, we adopted accounting guidance that requires crypto assets to be measured at fair value, which resulted in an adjustment to reflect the difference between the carrying value of our holdings in crypto assets and their fair value as of the beginning of 2025.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| Net income | | | | | | $ | 688.0 | | | | | $ | 704.9 | | | | | $ | 503.0 | |
| Proceeds from settlement of net investment hedges | | | | | | 6.2 | | | | | | — | | | | | | — | | |
| Payment for settlement of net investment hedges | | | | | | (26.1) | | | | | | — | | | | | | — | | |
| Proceeds from settlement of fair value hedges | | | | | | 32.8 | | | | | | — | | | | | | — | | |
| Payments for settlement of fair value hedges | | | | | | (13.5) | | | | | | — | | | | | | — | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
*Crypto Assets*
In the first quarter of 2025, we adopted guidance related to the accounting for and disclosure of crypto assets that requires crypto assets to be measured at fair value, which resulted in an adjustment to reflect the difference between the carrying value of our crypto assets and their fair value as of the beginning of 2025.
The impact of our adoption of this guidance was not material to our financial statements or disclosures.
*Income Taxes*
In the fourth quarter of 2025, we prospectively adopted guidance that requires additional disclosures in the income tax rate reconciliation and income taxes paid.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
See Note 14, “Taxes Based on Income,” for more information.
Reclassifications
In September 2025, the Financial Accounting Standards Board (“FASB”) issued guidance changing the capitalization criteria for internal-use software, eliminating references to project stages and requiring that projects meet completion probability before costs can be capitalized.
This guidance is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years.
We are currently assessing the impact of adopting this guidance on our consolidated financial statements.
Early adoption is permitted.
2025 Business Acquisition
On October 20, 2025, we completed our business acquisition of W.F. Taylor Holdings, Inc. ("Taylor Adhesives"), a Georgia-based flooring adhesives business, for the purchase price of approximately $390 million.
We funded the Taylor Adhesives acquisition using cash and proceeds from our issuance of senior notes in September 2025.
The final allocations of purchase consideration to assets and liabilities are ongoing as we continue to evaluate certain balances, estimates and assumptions during the measurement period (up to one year from the acquisition date).
Our valuation of certain acquired assets and liabilities is currently pending finalization within the allowable time to complete our assessment.
The Taylor Adhesives acquisition was not material to the Consolidated Financial Statements.
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| February 26, 2025 | | |
| Balance as of January 1, 2022 | | | | | | $ | 124.1 | | | | | $ | 862.3 | | | | | $ | 3,880.7 | | | | | $ | (2,659.8) | | | | | $ | (282.9) | | | | | $ | 1,924.4 | |
| Issuance of 223,676 shares under stock-based compensation plans | | | | | | — | | | | | | 17.0 | | | | | | (4.4) | | | | | | 10.6 | | | | | | — | | | | | | 23.2 | | |
| Contribution of 153,803 shares to 401(k) plan | | | | | | — | | | | | | — | | | | | | 20.1 | | | | | | 6.9 | | | | | | — | | | | | | 27.0 | | |
| Proceeds from sale of venture investment | | | | | | — | | | | | | — | | | | | | 1.1 | | |
*Segment Disclosures*
In the fourth quarter of 2024, we adopted guidance that requires additional disclosures about significant segment expenses.
We record these allowances based on estimates related to the financial
As of the acquisition date, we included an estimate of the fair value of these earn-out payments in the aggregate purchase consideration.
2022 Business Acquisitions
In January 2022, we completed our business acquisitions of TexTrace AG ("TexTrace"), a Switzerland-based technology developer specializing in custom-made woven and knitted RFID products that can be sewn onto or inserted into garments, and Rietveld Serigrafie B.V. and Rietveld Screenprinting Serigrafi Baski Matbaa Tekstil Ithalat Ihracat Sanayi ve Ticaret Limited Sirketi (collectively, "Rietveld"), a Netherlands-based provider of external embellishment solutions and application and printing methods for performance brands and team sports in Europe.
The acquisitions of TexTrace and Rietveld are referred to collectively as the "2022 Acquisitions."
The aggregate purchase consideration for the 2022 Acquisitions was approximately $35 million.
We funded the 2022 Acquisitions using cash and commercial paper borrowings.
In addition to the cash paid at closing, the sellers in one of these acquisitions are eligible for earn-out payments of up to $30 million, subject to the acquired company achieving certain post-acquisition performance targets.
| Goodwill as of December 31, 2022 | | | | | | $ | 618.7 | | | | | $ | 1,243.7 | | | | | | | | | | | | | | | | | $ | 1,862.4 | |
| Acquisitions(1) | | | | | | — | | | | | | 135.0 | | | | | | | | | | | | | | | | | | 135.0 | | |
| Translation adjustments | | | | | | 12.0 | | | | | | 4.2 | | | | | | | | | | | | | | | | | | 16.2 | | |
(1)Goodwill acquired related to the 2023 Acquisitions.
| Trade names and trademarks | | | | | | 3.0 | | | | | | 6 | | |
| Patented and other developed technology | | | | | | 275.2 | | | | | | 156.8 | | | | | | 118.4 | | | | | | 278.3 | | | | | | 130.2 | | | | | | 148.1 | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | | | | | | $ | 88.2 | |
| 2027 | | | | | | 85.0 | | |
| 2028 | | | | | | 77.2 | | |
| 2029 | | | | | | 61.8 | | |
| 2030 and thereafter | | | | | | 203.2 | | |
| Senior notes due 2024 at 0.85% | | | | | | — | | | | | | 299.6 | | |
(1) These senior notes are euro-denominated.
The senior notes due in 2025 and 2034 each have a face value of €500 million.
| 2025 | | | | | | $ | 551.2 | |
| 2030 and thereafter | | | | | | 2,071.2 | | |
The notional amount of these hedges are approximately €420 million and €500 million with maturity dates in March 2025 and December 2025, respectively.
Other Derivatives
For other derivative instruments not designated as hedging instruments, the gain or loss is recognized in current earnings.
| December 30, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | | | | | | | $ | — | | | | | $ | 2.3 | | | | | $ | 1.4 | | | | | $ | .2 | | | | | | | |
| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cash | | | | | | $ | 1.3 | | | | | $ | 1.3 | | | | | $ | — | | | | | $ | — | |
An excerpt. Shown here: 40 of 570 rewritten, 40 of 275 added and 40 of 134 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2025 filing and the FY2024 filing.
Item 9A. CONTROLS AND PROCEDURES
3 rewritten, 0 added, 0 removed, 5 unchanged
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 our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) of the [added: Securities] Exchange [removed: Act).][added: Act of 1934, as amended (the "Exchange Act")).]
Based on that evaluation, our management concluded that our internal control over financial reporting was effective as of December [removed: 28, 2024.][added: 31, 2025.]
The effectiveness of our internal control over financial reporting as of December [removed: 28, 2024] [added: 31, 2025] 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 Item 8 of this report.
Item 9B. OTHER INFORMATION
1 rewritten, 4 added, 0 removed, 0 unchanged
There were no [added: other] Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (as defined in Item 408(c) of Regulation S-K) adopted or terminated by any of our directors or executive officers during the fourth quarter of [removed: 2024.][added: 2025.]
On November 24, 2025, Mitchell R.
Butier, our Chairman, adopted a Rule 10b5-1 trading plan providing for the potential sale of up to 113,000 shares of our common stock beginning on March 5, 2026 and ending on March 31, 2026, unless terminated sooner in accordance with the terms of the plan and our insider trading policy.
As of February 25, 2026, Mr. Butier directly held 303,331 shares of our common stock, excluding shares held in the Avery Dennison Corporation Employee Savings Plan.
Mr. Butier's trading plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act and our insider trading policy.
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
13 rewritten, 3 added, 14 removed, 33 unchanged
The information concerning directors and corporate governance required 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: 24, 2025] [added: 30, 2026] (our [removed: “2025] [added: “2026] 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.
If applicable, information concerning any late filings under Section 16(a) of the Exchange Act is incorporated by reference from our [removed: 2025] [added: 2026] Proxy Statement.
The information required by this Item concerning our Audit Committee is incorporated by reference from our [removed: 2025] [added: 2026] Proxy Statement.
| Deon M. Stander President and Chief Executive Officer | | | | | | [removed: 56] [added: 57] | | | | | | August 2016 | | | | | | 2022-2023 | | | | | | President and Chief Operating Officer | | |
| [added: Gregory S. Lovins Senior Vice President and Chief Financial Officer] | | | | | | [added: 53] | | | | | | [added: March 2017] | | | [removed: 2010-2014] | | | [added: 2017] | | | [removed: Senior] [added: | | |] Vice President and [added: Interim] Chief Financial Officer | | | [removed: | | |]
| Danny G. Allouche Senior Vice [removed: President,] [added: President and] Chief Strategy and Corporate Development [removed: Officer, and Interim Chief Financial] Officer | | | | | | [removed: 50] [added: 51] | | | | | | November 2024 | | | | | | [removed: 2022-2024] [added: 2024-2025] | | | | | | Senior Vice [removed: President and] [added: President,] Chief Strategy and Corporate Development [added: Officer, and Interim Chief Financial] Officer | | |
| Deena Baker-Nel Senior Vice President and Chief Human Resources Officer | | | | | | [removed: 54] [added: 55] | | | | | | September 2020 | | | | | | 2020-2022 | | | | | | Vice President and Chief Human Resources Officer | | |
| Nicholas R. Colisto Senior Vice President and Chief Information Officer | | | | | | [removed: 58] [added: 59] | | | | | | September 2020 | | | | | | 2018-2022 | | | | | | Vice President and Chief Information Officer | | |
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
| Divina F. Santiago Vice President, Controller | | | | | | [removed: 55] [added: 56] | | | | | | September 2023 | | | | | | 2022-2023 | | | | | | Vice President, Finance | | |
| Ignacio J. Walker Senior Vice President and Chief Legal Officer | | | | | | [removed: 48] [added: 49] | | | | | | September 2020 | | | | | | 2020-2022 | | | | | | Vice President and Chief Legal Officer | | |
| Ryan D. Yost President, Materials Group | | | | | | [removed: 49] [added: 50] | | | | | | March 2024 | | | | | | 2023-2024 | | | | | | Vice President and General Manager, Identification Solutions and Vestcom | | |
Our [added: current] insider trading policy is filed as Exhibit 19 to this Annual Report on Form 10-K.
| | | | | | | | | | | | | | | | 2022-2024 | | | | | | Senior Vice President and Chief Strategy and Corporate Development Officer | | | | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Name and Position | | | | | | Age | | | | | | Executive Officer Since | | | | | | Former Positions within Past Five Years/ Officer Positions with Avery Dennison | | | | | | | | |
| Mitchell R. Butier Executive Chairman | | | | | | 53 | | | | | | March 2007 | | | | | | 2022-2023 | | | | | | Chairman and Chief Executive Officer | | |
| | | | | | | | | | | | | | | | 2019-2022 | | | | | | Chairman, President and Chief Executive Officer | | | | | |
| | | | | | | | | | | | | | | | 2016-2019 | | | | | | President and Chief Executive Officer | | | | | |
| | | | | | | | | | | | | | | | 2015-2016 | | | | | | President and Chief Operating Officer | | | | | |
| | | | | | | | | | | | | | | | 2014-2015 | | | | | | President, Chief Operating Officer and Chief Financial Officer | | | | | |
| | | | | | | | | | | | | | | | 2007-2010 | | | | | | Vice President, Global Finance, and Chief Accounting Officer | | | | | |
| Gregory S. Lovins Senior Vice President and Chief Financial Officer(2) | | | | | | 52 | | | | | | March 2017 | | | | | | 2017 | | | | | | Vice President and Interim Chief Financial Officer | | |
| Francisco Melo President, Solutions Group | | | | | | 51 | | | | | | April 2023 | | | | | | 2022-2023 | | | | | | Senior Vice President and General Manager, Avery Dennison Smartrac | | |
| | | | | | | | | | | | | | | | 2013-2022 | | | | | | Vice President and General Manager, Avery Dennison Smartrac | | | | | |
| | | | | | | | | | | | | | | | 2012-2013 | | | | | | Vice President Global Inventory Accuracy and Loss Prevention, Information Solutions Market Development | | | | | |
(2) On leave of absence
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item is incorporated by reference from our [removed: 2025] [added: 2026] Proxy Statement.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item is incorporated by reference from our [removed: 2025] [added: 2026] Proxy Statement.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item is incorporated by reference from our [removed: 2025] [added: 2026] Proxy Statement.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
2 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this Item is incorporated by reference from our [removed: 2025] [added: 2026] Proxy Statement.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
45 rewritten, 6 added, 6 removed, 118 unchanged
[removed: (2) All] [added: (2)All] financial statement schedules are omitted since the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto.
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
For the Year Ended December [removed: 28, 2024][added: 31, 2025]
| 3.1(ii) | | | | | | [Certificate of Amendment [removed: to](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex318k4-26x24.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex318k4-26x24.htm)[Amended] [added: to Amended] and Restated Certificate of [removed: Incorporation,](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex318k4-26x24.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex318k4-26x24.htm)[effective] [added: Incorporation, effective] as of April 25, 2024.](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex318k4-26x24.htm) | | | | | | 3.1 | | | | | | Current Report on Form 8-K, filed April 26, 2024 | | |
| 3.1(iii) | | | | | | [Amended and Restated Bylaws, effective as of April [removed: 25,](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex328k4-26x24.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex328k4-26x24.htm)[2024](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex328k4-26x24.htm)] [added: 25, 2024](https://www.sec.gov/Archives/edgar/data/8818/000000881824000007/ex328k4-26x24.htm)] | | | | | | 3.2 | | | | | | Current Report on Form 8-K, filed April 26, 2024 | | |
| 4.7 | | | | | | [Indenture, dated as of November 20, 2007, between Registrant and Bank of New York](https://www.sec.gov/Archives/edgar/data/8818/000095015007000050/a35886exv4w2.htm) [added: [Trust Company, N.A.](https://www.sec.gov/Archives/edgar/data/8818/000095015007000050/a35886exv4w2.htm)[](https://www.sec.gov/Archives/edgar/data/8818/000095015007000050/a35886exv4w2.htm)] | | | | | | 4.2 | | | | | | Current Report on Form 8-K, filed November 20, 2007 | | |
| 4.8 | | | | | | [Third Supplemental Indenture, dated as of April 8, 2013, between Registrant [removed: and Bank] [added: and](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm) [The](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm) [Bank] of [removed: NY](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)] [added: N](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)[ew](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm) [Y](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)[ork Mellon Trust Company, N.A. ("BNY M](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)[ello](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)[n") as Trustee](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)[](https://www.sec.gov/Archives/edgar/data/8818/000110465913027681/a13-9684_1ex4d2.htm)] | | | | | | 4.2 | | | | | | Current Report on Form 8-K, filed April 8, 2013 | | |
| 4.9 | | | | | | [Fourth Supplemental Indenture, dated as of March 3, 2017, between Registrant [removed: 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)](https://www.sec.gov/Archives/edgar/data/8818/000110465917014095/a17-6848_4ex4d2.htm)] [added: and](https://www.sec.gov/Archives/edgar/data/8818/000110465917014095/a17-6848_4ex4d2.htm) [BNY Mellon](https://www.sec.gov/Archives/edgar/data/8818/000110465917014095/a17-6848_4ex4d2.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000110465917014095/a17-6848_4ex4d2.htm)[as Trustee](https://www.sec.gov/Archives/edgar/data/8818/000110465917014095/a17-6848_4ex4d2.htm)] | | | | | | 4.2 | | | | | | Current Report on Form 8-K, filed March 3, 2017 | | |
| 4.15 | | | | | | [Tenth Supplemental [removed: Indenture](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm)[between] [added: Indenture between] Registrant and The Bank of New York [removed: Mellon](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm)[Trust] [added: Mellon Trust] Company, N.A., as Trustee, dated as [removed: of](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm)[November] [added: of November] 4, 2024 (including Form of 3.750% [removed: Senior](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm)[Notes] [added: Senior Notes] due 2034 on Exhibit A thereto)](https://www.sec.gov/Archives/edgar/data/8818/000119312524250629/d902920dex42.htm) | | | | | | 4.2 | | | | | | Current Report on Form 8-K, filed on November 4, 2024 | | |
| [removed: 4.16†] [added: 4.17†] | | | | | | [Description of [removed: Securities](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-416avyx20241228.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-417avyx20251231.htm)] | | | | | | N/A | | | | | | N/A | | |
| 10.1 | | | | | | [Credit Agreement, [removed: dated](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[as] [added: dated as] of June 26, 2024, among Registrant, as borrower; [removed: a](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[syndicate] [added: a syndicate] of lenders party thereto; Mizuho Bank, [removed: Ltd.,](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[as] [added: Ltd., as] administrative agent; Mizuho Bank, Ltd. and Bank [removed: of](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[America,] [added: of America,] N.A., as syndication agents; and [removed: Citibank,](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[N.A., as](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[d](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm)[ocumentation] [added: Citibank, N.A., as documentation] agent](https://www.sec.gov/Archives/edgar/data/8818/000119312524170372/d844816dex101.htm) | | | | | | 10.1 | | | | | | Current Report on Form 8-K, filed June 27, 2024 | | |
| 10.6* | | | | | | [removed: [Amended and Restated Stock Option and] [added: [2017] Incentive [added: Award] Plan [removed: (“Equity Plan”)](https://www.sec.gov/Archives/edgar/data/8818/000119312512106393/d262340ddef14a.htm#tx262340_65)] [added: (“](https://www.sec.gov/Archives/edgar/data/8818/000104746917001451/a2231126zdef14a.htm#AppB)[Equity](https://www.sec.gov/Archives/edgar/data/8818/000104746917001451/a2231126zdef14a.htm#AppB) [Plan”)](https://www.sec.gov/Archives/edgar/data/8818/000104746917001451/a2231126zdef14a.htm#AppB)] | | | | | | [removed: A] [added: B] | | | | | | [removed: 2012] [added: 2017] Proxy Statement on Schedule 14A, filed March [removed: 9, 2012] [added: 10, 2017] | | |
| [removed: 10.9*] [added: 10.8*] | | | | | | [Amended and Restated Annual Incentive Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465920055617/avy-20200331xex10d1.htm) | | | | | | 10.1 | | | | | | Quarterly Report on Form 10-Q, filed May 1, 2020 | | |
| [removed: 10.10*] [added: 10.9*] | | | | | | [Complete Restatement and Amendment of Executive Deferred Retirement Plan (“EDRP”)](https://www.sec.gov/Archives/edgar/data/8818/0000898430-95-000424.txt) | | | | | | 10.28 | | | | | | 1994 Annual Report on Form 10-K, filed March 30, 1995 | | |
| [removed: 10.11*] [added: 10.10*] | | | | | | [Amendment No. 1 to EDRP](https://www.sec.gov/Archives/edgar/data/8818/000110465900000110/0001104659-00-000110.txt) | | | | | | 10.28.1 | | | | | | 1999 Annual Report on Form 10-K, filed March 30, 2000 | | |
| [removed: 10.12*] [added: 10.11*] | | | | | | [Amendment No. 2 to EDRP](https://www.sec.gov/Archives/edgar/data/8818/000102140802003030/dex10282.txt) | | | | | | 10.28.2 | | | | | | 2001 Annual Report on Form 10-K, filed March 4, 2002 | | |
| [removed: 10.13*] [added: 10.12*] | | | | | | [2005 Executive Variable Deferred Retirement Plan, amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/8818/000000881824000016/ex447-30x24.htm) [January] [added: restated January] 1, [removed: 2019](https://www.sec.gov/Archives/edgar/data/8818/000000881824000016/ex447-30x24.htm)[](https://www.sec.gov/Archives/edgar/data/8818/000000881824000016/ex447-30x24.htm)] [added: 2019](https://www.sec.gov/Archives/edgar/data/8818/000000881824000016/ex447-30x24.htm)] | | | | | | 4.4 | | | | | | Registration Statement on Form S-8, filed July 30, 2024 | | |
| [removed: 10.14*†] [added: 10.13*] | | | | | | [Amended and Restated Key Executive Change of Control Severance Plan](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1014avyx20241228.htm) | | | | | | [removed: N/A] [added: 10.14] | | | | | | [removed: N/A] [added: 2024 Annual Report on Form 10-K, filed February 26, 2025] | | |
| [removed: 10.15*†] [added: 10.14*] | | | | | | [Amended and Restated Executive Severance Plan](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1015avyx20241228.htm) | | | | | | [removed: N/A] [added: 10.15] | | | | | | [removed: N/A] [added: 2024 Annual Report on Form 10-K, filed February 26, 2025] | | |
| [removed: 10.16*†] [added: 10.15*] | | | | | | [Form of Executive Severance Agreement](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1016avyx20241228.htm) | | | | | | [removed: N/A] [added: 10.16] | | | | | | [removed: N/A] [added: 2024 Annual Report on Form 10-K, filed February 26, 2025] | | |
| [removed: 10.17*] [added: 10.16*] | | | | | | [Amended and Restated Long-Term Incentive Unit Plan (“LTI Unit Plan”)](https://www.sec.gov/Archives/edgar/data/8818/000110465920055617/avy-20200331xex10d2.htm) | | | | | | 10.2 | | | | | | Quarterly Report on Form 10-Q, filed May 1, 2020 | | |
| [removed: 10.18*] [added: 10.17*] | | | | | | [Form of [removed: Restricted Stock] [added: Long-Term Incentive] Unit Agreement [removed: under Equity Plan](https://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_38.htm)] [added: under](https://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_41.htm) [LTI Unit](https://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_41.htm) [Plan](https://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_41.htm)] | | | | | | [removed: 10.38] [added: 10.41] | | | | | | 2013 Annual Report on Form 10-K, filed February 26, 2014 | | |
| [removed: 10.19*] [added: 10.20*] | | | | | | [Form of [added: Employee] Performance Unit Agreement [removed: under Equity Plan](https://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_39.htm)] [added: under](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d4.htm) [E](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d4.htm)[quity](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d4.htm) [Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d4.htm)] | | | | | | [removed: 10.39] [added: 10.4] | | | | | | [removed: 2013 Annual] [added: Quarterly] Report on Form [removed: 10-K,] [added: 10-Q,] filed [removed: February 26, 2014] [added: August 1, 2017] | | |
| [removed: 10.20*] [added: 10.19*] | | | | | | [Form of [added: Employee] Market-Leveraged Stock Unit Agreement [removed: under Equity Plan](https://www.sec.gov/Archives/edgar/data/8818/000104746914001386/a2218447zex-10_40.htm)] [added: under](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d3.htm) [E](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d3.htm)[quity](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d3.htm) [Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d3.htm)] | | | | | | [removed: 10.40] [added: 10.3] | | | | | | [removed: 2013 Annual] [added: Quarterly] Report on Form [removed: 10-K,] [added: 10-Q,] filed [removed: February 26, 2014] [added: August 1, 2017] | | |
| [removed: 10.22*] [added: 10.18*] | | | | | | [Form of Director Restricted Stock Unit Agreement [removed: under 2017 Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d2.htm)] [added: under](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d2.htm) [E](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d2.htm)[quity](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d2.htm) [Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d2.htm)] | | | | | | 10.2 | | | | | | Quarterly Report on Form 10-Q, filed August 1, 2017 | | |
| [removed: 10.23*] [added: 10.21*] | | | | | | [Form of Employee [removed: Market-Leveraged] [added: Restricted] Stock Unit Agreement [removed: under 2017 Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d3.htm)] [added: under](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d5.htm) [E](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d5.htm)[quity](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d5.htm) [Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d5.htm)] | | | | | | [removed: 10.3] [added: 10.5] | | | | | | Quarterly Report on Form 10-Q, filed August 1, 2017 | | |
| [removed: 10.24*] [added: 10.22*] | | | | | | [Form of Employee [removed: Performance Unit] [added: Non-Qualified Stock Option] Agreement [removed: under 2017 Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d4.htm)] [added: under](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d6.htm) [E](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d6.htm)[qu](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d6.htm)[ity](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d6.htm) [Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d6.htm)] | | | | | | [removed: 10.4] [added: 10.6] | | | | | | Quarterly Report on Form 10-Q, filed August 1, 2017 | | |
| [removed: 10.25*] [added: 10.23*] | | | | | | [removed: [Form of Employee Restricted Stock Unit Agreement under 2017 Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d5.htm)] [added: [Offer Letter to Gregory Lovins, dated July 10, 2017](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d1.htm)] | | | | | | [removed: 10.5] [added: 10.1] | | | | | | Quarterly Report on Form 10-Q, filed August 1, 2017 | | |
| 10.27* | | | | | | [Offer Letter to [removed: Gregory Lovins,] [added: Deon Stander,] dated [removed: July 10, 2017](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d1.htm)] [added: May 25, 2023](https://www.sec.gov/Archives/edgar/data/8818/000000881823000015/avy-2023080110qex102.htm)] | | | | | | [removed: 10.1] [added: 10.2] | | | | | | Quarterly Report on Form 10-Q, filed August 1, [removed: 2017] [added: 2023] | | |
| [removed: 10.28*] [added: 10.24*] | | | | | | [Offer Letter to [removed: Deena Baker-Nel,] [added: Ignacio Walker,] dated August [removed: 26, 2020](https://www.sec.gov/Archives/edgar/data/8818/000000881822000009/avy-2022050310qex101.htm)] [added: 25, 2020](https://www.sec.gov/Archives/edgar/data/8818/000000881822000009/avy-2022050310qex102.htm)] | | | | | | [removed: 10.1] [added: 10.2] | | | | | | Quarterly Report on Form 10-Q, filed May 3, 2022 | | |
| [removed: 10.29*] [added: 10.25*] | | | | | | [Offer Letter to [removed: Ignacio Walker,] [added: Francisco Melo,] dated [removed: August 25, 2020](https://www.sec.gov/Archives/edgar/data/8818/000000881822000009/avy-2022050310qex102.htm)] [added: February 27, 2023](https://www.sec.gov/Archives/edgar/data/8818/000000881823000009/avy-2023050210qex102.htm)] | | | | | | 10.2 | | | | | | Quarterly Report on Form 10-Q, filed May [removed: 3, 2022] [added: 2, 2023] | | |
| [removed: 10.30*] [added: 10.26*] | | | | | | [Offer Letter to [removed: Francisco Melo,] [added: Mitchell Butier,] dated [removed: February 27, 2023](https://www.sec.gov/Archives/edgar/data/8818/000000881823000009/avy-2023050210qex102.htm)] [added: May 25, 2023](https://www.sec.gov/Archives/edgar/data/8818/000000881823000015/avy-2023080110qex101.htm)] | | | | | | [removed: 10.2] [added: 10.1] | | | | | | Quarterly Report on Form 10-Q, filed [removed: May 2,] [added: August 1,] 2023 | | |
| [removed: 10.31*] [added: 10.28*] | | | | | | [Offer Letter to [removed: Mitchell Butier,] [added: Ryan Yost,] dated [removed: May 25, 2023](https://www.sec.gov/Archives/edgar/data/8818/000000881823000015/avy-2023080110qex101.htm)] [added: February 12, 2024](https://www.sec.gov/Archives/edgar/data/8818/000000881824000009/avy-20244030x10qex101.htm)] | | | | | | 10.1 | | | | | | Quarterly Report on Form 10-Q, filed [removed: August 1, 2023] [added: April 30, 2024] | | |
| [removed: 10.32*] [added: 10.30*] | | | | | | [removed: [Offer] [added: [Promotion] Letter to [removed: Deon Stander, dated May 25, 2023](https://www.sec.gov/Archives/edgar/data/8818/000000881823000015/avy-2023080110qex102.htm)] [added: Deena Baker-Nel,](https://www.sec.gov/Archives/edgar/data/8818/000000881825000012/avy-20250429x10qex102.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000000881825000012/avy-20250429x10qex102.htm)[dated February 27, 2025](https://www.sec.gov/Archives/edgar/data/8818/000000881825000012/avy-20250429x10qex102.htm)] | | | | | | 10.2 | | | | | | Quarterly Report on Form 10-Q, filed [removed: August 1, 2023] [added: April 29, 2025] | | |
| [removed: 10.33] [added: 10.29*] | | | | | | [removed: [O](https://www.sec.gov/Archives/edgar/data/8818/000000881824000009/avy-20244030x10qex101.htm)[ffer](https://www.sec.gov/Archives/edgar/data/8818/000000881824000009/avy-20244030x10qex101.htm)] [added: [Promotion](https://www.sec.gov/Archives/edgar/data/8818/000000881825000012/avy-20250429x10qex101.htm)] [Letter to [removed: Ryan Yost,] [added: Danny Allouche,] dated [removed: February](https://www.sec.gov/Archives/edgar/data/8818/000000881824000009/avy-20244030x10qex101.htm) [12, 2024](https://www.sec.gov/Archives/edgar/data/8818/000000881824000009/avy-20244030x10qex101.htm)] [added: November 14, 2024](https://www.sec.gov/Archives/edgar/data/8818/000000881825000012/avy-20250429x10qex101.htm)] | | | | | | 10.1 | | | | | | Quarterly Report on Form 10-Q, filed April [removed: 30, 2024] [added: 29, 2025] | | |
| 19† | | | | | | [removed: [Insider](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-19avy20241228.htm) [Trad](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-19avy20241228.htm)[ing] [added: [Insider Trading] Compliance Policy and [removed: Proce](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-19avy20241228.htm)[dures](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-19avy20241228.htm)] [added: Procedures](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-19avy20251231.htm)] | | | | | | N/A | | | | | | N/A | | |
| 21† | | | | | | [List of [removed: Subsidiaries](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-21avyx20241228.htm)] [added: Subsidiaries](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-21avyx20251231.htm)] | | | | | | N/A | | | | | | N/A | | |
| 23† | | | | | | [Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-23avyx20241228.htm)] [added: Firm](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-23avyx20251231.htm)] | | | | | | N/A | | | | | | N/A | | |
| 24† | | | | | | [Power of Attorney (see Signatures – Power of [removed: Attorney)](#iec64c760301d4617b1a814d9c6cfc996_199)] [added: Attorney)](#i737457f929ff47bb8b2643445cd22790_199)] | | | | | | N/A | | | | | | N/A | | |
| 31.1† | | | | | | [Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/avy-20241228xex311.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-311avyx20251231.htm)] | | | | | | N/A | | | | | | N/A | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| 4.16 | | | | | | [Eleventh Supplemental Indenture between Avery](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm)[Dennison Corporation and The Bank of New York](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm)[Mellon Trust Company, N.A., as Trustee, dated as of](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm)[September 11, 2025 (including Form of 4.000%](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm)[Senior Notes due 2035 on Exhibit A thereto)](https://www.sec.gov/Archives/edgar/data/8818/000119312525201336/d918827dex42.htm) | | | | | | 4.2 | | | | | | Current Report on Form 8-K, filed on September 11, 2025 | | |
| 10.7*† | | | | | | [A](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-107avyx20251231.htm)[mendment No. 1 to Equity Plan](https://www.sec.gov/Archives/edgar/data/8818/000000881826000015/ex-107avyx20251231.htm) | | | | | | N/A | | | | | | N/A | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| | | | | | | | | | | | | | | | | | | | | |
| 10.7* | | | | | | [First Amendment to Equity Plan](https://www.sec.gov/Archives/edgar/data/8818/000104746915001200/a2223154zex-10_20.htm) | | | | | | 10.20 | | | | | | 2014 Annual Report on Form 10-K, filed February 25, 2015 | | |
| 10.8* | | | | | | [2017 Incentive Award Plan (“2017 Plan”)](https://www.sec.gov/Archives/edgar/data/8818/000104746917001451/a2231126zdef14a.htm#AppB) | | | | | | B | | | | | | 2017 Proxy Statement on Schedule 14A, filed March 10, 2017 | | |
| 10.21* | | | | | | [Form of Long-Term Incentive Unit Agreement under LTI Unit Plan](https://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 | | |
| 10.26* | | | | | | [Form of Employee Non-Qualified Stock Option Agreement under 2017 Plan](https://www.sec.gov/Archives/edgar/data/8818/000110465917048434/a17-13273_1ex10d6.htm) | | | | | | 10.6 | | | | | | Quarterly Report on Form 10-Q, filed August 1, 2017 | | |
| 10.34† | | | | | | [Offer Letter to](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm) [Danny Al](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm)[louche](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm)[, dated](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm) [](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm)[November](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm) [1](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm)[4](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm)[, 2024](https://www.sec.gov/Archives/edgar/data/8818/000000881825000003/ex-1034avy20241228.htm) | | | | | | N/A | | | | | | N/A | | |
An excerpt. Shown here: 40 of 45 rewritten, all 6 added and all 6 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2025 filing and the FY2024 filing.
Item 16. FORM 10-K SUMMARY
16 rewritten, 7 added, 3 removed, 34 unchanged
[Table of [removed: Contents](#iec64c760301d4617b1a814d9c6cfc996_7)][added: Contents](#i737457f929ff47bb8b2643445cd22790_7)]
| | | | | | | Senior Vice [removed: President, Chief Strategy and Corporate Development Officer,] [added: President] and [removed: Interim] Chief Financial Officer | | |
Dated: February [removed: 26, 2025][added: 25, 2026]
Each person whose signature appears below does hereby constitute and appoint [removed: Danny G.][added: Gregory S.]
[removed: Allouche] [added: Lovins] and Ignacio J.
| /s/ Deon M. Stander | | | | | | President, Chief Executive Officer and Director (Principal Executive Officer) | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ [removed: Danny G. Allouche] [added: Gregory S. Lovins] | | | | | | Senior Vice [removed: President, Chief Strategy and Corporate Development Officer,] [added: President] and [removed: Interim] Chief Financial Officer (Principal Financial Officer) | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Divina F. Santiago | | | | | | Vice President, Controller (Principal Accounting Officer) | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Mitchell R. Butier | | | | | | [removed: Executive] Chairman | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Bradley A. Alford | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Ward H. Dickson | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Andres A. Lopez | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Maria Fernanda Mejia | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Francesca Reverberi | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ Patrick T. Siewert | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| /s/ William R. Wagner | | | | | | Director | | | | | | February [removed: 26, 2025] [added: 25, 2026] | | |
| | | | By: | | | /s/ Gregory S. Lovins | | |
| | | | | | | Gregory S. Lovins | | |
[Table of Contents](#i737457f929ff47bb8b2643445cd22790_7)
| Gregory S. Lovins | | | | | | | | | | | | | | |
| /s/ David E. Flitman | | | | | | Director | | | | | | February 25, 2026 | | |
| David E. Flitman | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | By: | | | /s/ Danny G. Allouche | | |
| | | | | | | Danny G. Allouche | | |
| Danny G. Allouche | | | | | | | | | | | | | | |