Howmet Aerospace (HWM) 10-K risk factor changes: FY2024 vs FY2023

Howmet’s business, financial [removed: condition] [added: condition,] and results of operations may be impacted by a number of factors.

The markets for Howmet’s products are cyclical, and such markets and Howmet’s operations are influenced by a number of factors, including global economic [removed: conditions.][added: conditions and regulations.]

Demand for commercial aircraft and spare parts is influenced by airline industry profitability, trends in [added: domestic and global] airline passenger [removed: traffic domestically and globally,] [added: traffic,] the state of U.S., regional and world economies, the ability of aircraft purchasers to obtain required financing and numerous other factors.

The defense aerospace cycle is highly dependent on U.S. and foreign government [removed: funding.][added: defense spending, which can be impacted by a government’s shifting priorities and budget compromises.]

It is also impacted by the effects of terrorism, a changing global geopolitical environment, U.S. foreign policy, [added: the impact of government shutdowns and federal debt ceiling on funding and appropriations,] whether older military aircraft are retired, and technological improvements to new engines and airframes.

[removed: The ongoing conflict between Russia] [added: Geopolitical tensions, conflicts,] and [removed: Ukraine has impacted] [added: wars have impacted, and may in the future impact,] global energy markets, [removed: particularly in Europe,] leading to high volatility and increasing prices for crude oil, natural [removed: gas] [added: gas,] and other energy supplies.

[removed: Higher energy] [added: Energy] costs [removed: result in increases in] [added: impact] operating expenses at our manufacturing facilities, [removed: in] the expense of shipping raw materials to our facilities, and [removed: in] the expense of shipping products to our customers.

The costs of certain raw materials (including, but not limited to, nickel, titanium, aluminum, cobalt, and [removed: rhenium)] [added: superalloy materials)] necessary for the manufacture of Howmet’s products and other manufacturing and operating costs are influenced by market [removed: forces and governmental constraints,] [added: forces,] including inflation, supply and demand, and [removed: shortages, and could be further influenced by export limits, sanctions, new or increased import duties, and countervailing or anti-dumping duties.][added: shortages.]

[removed: Recent high levels of inflation] [added: Inflation] worldwide and in the United States has resulted in an increase in the costs of materials and labor.

While we generally [removed: attempt] [added: intend] to pass along higher raw material and energy costs to our customers through contractual agreements in the form of price increases, there can be a delay between an increase in our costs and our ability to increase the prices of our products.

If the Company is unable to [added: pass through or] offset significant cost increases through customer price increases, productivity improvements, cost reduction or other programs, Howmet’s business, operating results or financial condition could be materially adversely affected.

Negative economic conditions, such as a major economic downturn or recession, continued inflation, [added: changes in the global trade landscape] or disruptions in the financial markets, could have a material adverse effect on Howmet’s business, financial [removed: condition] [added: condition,] or results of operations.

If Howmet’s operations, particularly [added: at] one of its key manufacturing facilities, were to be disrupted, including because of significant equipment failures, natural disasters, power outages, fires, explosions, terrorism, theft, sabotage, adverse weather conditions, public health crises, labor disputes, labor [removed: shortages] [added: shortages,] or other reasons, Howmet may be unable to effectively meet its obligations to, or demand from, its customers.

Manufacturing problems arising from equipment failure or malfunction, inadvertent failure to follow regulatory or customer specifications and procedures, including those related to quality or safety, and problems with raw materials could have [added: an adverse impact on the Company’s ability to fulfill orders or meet product quality or performance requirements, which may result in negative publicity and damage to our reputation, adversely impacting product demand and customer relationships.]

Furthermore, product manufacturing or performance issues could result in recalls, customer penalties, contract [removed: cancellation] [added: cancellation,] and product liability exposure in addition to a material adverse effect on our business, financial condition or results of operations.

Because of approval, [removed: license] [added: license,] and qualification requirements applicable to manufacturers and/or their suppliers, sources of alternatives to mitigate manufacturing disruptions may not be readily available to Howmet or its customers.

Supply constraints could impact our production or force us to purchase materials and other supplies from alternative sources, which may not be available in sufficient [removed: quantities or] [added: quantities,] at prices that are favorable to [removed: us.][added: us or in a timely manner.]

Several of our suppliers have [removed: had] [added: had, in the past,] constraints on their ability to supply Howmet with its full requirements due to lack of capacity, labor shortages and/or material availability.

If such constraints [added: were to] continue or escalate, it could result in an adverse impact on our business.

Howmet’s business depends, in part, on its ability to successfully meet program demand, production [removed: targets] [added: targets,] and commitments.

Howmet is currently under contract to supply components for a number of existing and new commercial, general aviation, military [removed: aircraft] [added: aircraft,] and aircraft engine programs.

If Howmet fails to meet production targets and commitments, or encounters difficulty or unexpected costs in meeting such levels, it could have a material adverse effect on the Company’s reputation, business, operating [removed: results] [added: results,] or financial condition.

Similarly, to the extent demand for our products increases rapidly and significantly in future periods, we may not be able to ramp up production quickly enough to meet the demand, which could result in lost opportunities for growth and adversely affect our business, financial condition, results of [removed: operations] [added: operations,] or competitive position.

Shortages in certain skills, in areas such as engineering, [removed: manufacturing] [added: manufacturing,] and technology, and other labor market inadequacies have created more competition for talent.

A sustained labor shortage, lack of skilled labor, increased turnover, labor inflation, or increase in general labor costs could lead to higher labor, [removed: recruiting] [added: recruiting,] or training costs to attract and retain personnel.

If the Company fails to attract, train, [removed: develop] [added: develop,] and retain a global workforce with the skills and in the locations we [removed: need to operate and grow our business, our business and operations could be adversely impacted.]

The loss of key personnel could significantly harm Howmet’s business, and any unplanned turnover or failure to develop adequate succession plans for key positions could deplete the Company’s institutional knowledge base, result in loss of technical or other expertise, delay or impede the execution of the Company’s business [removed: plans] [added: plans,] and erode Howmet’s competitiveness.

Howmet has long-term contracts with a significant number of its customers, some of which are subject to renewal, [removed: renegotiation] [added: renegotiation,] or re-pricing at periodic intervals or upon changes in competitive supply conditions.

[removed: renegotiate] [added: Howmet’s failure to successfully renew, renegotiate,] or favorably re-price such agreements, or a material deterioration in or termination of these customer relationships, could result in a reduction or loss in customer revenue.

Additionally, a significant [removed: downturn] [added: downturn, adverse development] or deterioration in the business or financial condition [added: of a key customer,] or [added: the] loss of a key [removed: customer supplied by Howmet] [added: customer,] could adversely affect Howmet’s financial results.

Although many of the military programs in which Howmet participates extend several years, changes in military strategy, policy and priorities, or reductions in defense spending, may affect current and future funding of these programs and could reduce the demand for Howmet’s products, which could adversely affect Howmet’s business, financial [removed: condition] [added: condition,] or results of operations.

Information technology system failures, [removed: cyberattacks] [added: cyberattacks,] and security breaches may threaten the integrity of Howmet’s intellectual property and other sensitive information, disrupt its business operations, and result in reputational harm and other negative consequences having a material adverse effect on its financial condition and results of operations.

Howmet’s information technology systems could be subject to damage or interruption from power outages; computer network and telecommunications failures; cyberattacks; catastrophic [removed: events,] [added: events] such as fires, floods, earthquakes, tornadoes, hurricanes, acts of [removed: war] [added: war,] or terrorism; and usage errors by employees.

Any material disruption in the Company’s information technology systems, or delays or difficulties in implementing or integrating new systems or enhancing current systems, could have an adverse effect on Howmet’s business, financial [removed: condition] [added: condition,] or results of operations.

Increased global cybersecurity vulnerabilities, [removed: threats] [added: threats,] and more sophisticated and targeted cyberattacks pose a risk to the security of our systems and networks, and the confidentiality, [removed: availability] [added: availability,] and integrity of our data, as well as those of our customers, [removed: suppliers] [added: suppliers,] and other counterparties.

The occurrence of such events could negatively impact Howmet’s reputation and its competitive position and could result in litigation with third parties, regulatory action, loss of business, potential [removed: liability and increased remediation costs, any of which could have a material adverse effect on its financial condition and results of operations.][added: liability,]

As discussed in “Competitive Conditions” in [Part I, Item [removed: 1](#i1fc36697b7d24754bed7d34b61b3193e_13)] [added: 1](#i97664d03bdbc402fa330a19b5868b4a6_13)] (Business) of this report, the markets for Howmet’s products are highly competitive.

The willingness of customers to accept alternative solutions for the products sold by Howmet, pricing pressure from competitors, and technological advancements or other developments by or affecting Howmet’s competitors or customers could adversely affect Howmet’s business, financial [removed: condition] [added: condition,] or results of operations.

Howmet’s competitive position and future performance [removed: depends,] [added: depend,] in part, on the Company’s ability to develop and innovate products, deploy technology [removed: initiatives] [added: initiatives,] and implement advanced manufacturing technologies.

Consolidation within Howmet’s customer base may result in customers who are better able to exert leverage in negotiating prices and other terms of sale, or may lead to [added: reduced demand for Howmet’s products if a combined entity replaces Howmet with a Howmet competitor with which it had prior relationships.]

Governmental constraints, including export restrictions, sanctions, new or increased import duties or tariffs, and countervailing or anti-dumping duties, also impact the cost of raw materials and other manufacturing and operating costs.

The global trade landscape is growing more volatile, including, as a result of the recent executive orders in the U.S. for the imposition of new tariffs, the likelihood of further tariffs and retaliatory counter measures by other countries.

We continually monitor the global trade environment and any changes in tariffs, trade agreements, restrictions, or sanctions that may impact the Company or our suppliers or customers, and work to mitigate potential impacts.

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Additionally, the increase in aerospace demand requires the Company to successfully recruit, train, and retain new workers and talent.

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need to operate and grow our business, our business and operations could be adversely impacted.

For example, quality control issues and a recent labor union work stoppage at The Boeing Company (“Boeing”) have negatively impacted, and are expected to negatively impact, narrow body and wide body production rates in the near term.

Boeing production rates have had and are expected to have a material impact on the financial performance of Howmet.

The use of new and evolving technologies, such as artificial intelligence, or AI, presents risks and challenges that can impact our business.

Unauthorized use or misuse of AI by the Company's employees, vendors or others may result in the disclosure of confidential company or customer data, reputational harm, privacy law violations, cybersecurity risks, and legal liability.

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and increased remediation costs, any of which could have a material adverse effect on its financial condition and results of operations.

Credit ratings may be revised or revoked at any time at the sole discretion of the credit rating organizations.

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The Company may modify, suspend, or cancel its share repurchase program or its dividend policy in any manner and at any time that it may deem necessary or appropriate.

If our government contracts are terminated, if we are suspended from government work, or if our

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an adverse impact on the Company’s ability to fulfill orders or meet product quality or performance requirements, which may result in negative publicity and damage to our reputation, adversely impacting product demand and customer relationships.

Howmet’s failure to successfully renew,

reduced demand for Howmet’s products if a combined entity replaces Howmet with a Howmet competitor with which it had prior relationships.

tax exposures and reflects various estimates and assumptions.

Corporation agreed to indemnify us for certain liabilities, and we agreed to indemnify those parties for certain liabilities.

The MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and notes thereto included in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70)] (Financial Statements and Supplementary Data) of this Form 10-K.

Howmet is a global company operating in [removed: 20] [added: 19] countries.

Based upon the country where the point of shipment occurred, North America and Europe generated [removed: 70%] [added: 71%] and 23%, respectively, of Howmet’s sales in [removed: 2023.][added: 2024.]

In [removed: addition,] [added: addition to the United States, Canada, and Mexico in North America and France, United Kingdom, Hungary, and Germany in Europe,] Howmet has operating activities in numerous [added: other] countries and [removed: regions outside of North America and Europe,] [added: regions,] including [removed: China] [added: Japan] and [removed: Japan.][added: China.]

Governmental policies, laws and regulations, and other economic factors, including [removed: inflation] [added: inflation, customer requirements, tariffs,] and fluctuations in foreign currency exchange rates and interest rates, affect the results of operations in countries with such activities.

Management Review of [removed: 2023] [added: 2024] and Outlook

The Company derived approximately [removed: 49%] [added: 52%] of its revenue from products sold to the commercial aerospace market for the year ended December 31, [removed: 2023 which is substantially less than the pre-pandemic 2019 annual rate of approximately 60%.][added: 2024.]

Aircraft production in the commercial aerospace industry continues to [removed: recover] [added: grow] based on increases in demand for narrow body and wide body aircraft.

[removed: In 2023, Sales increased 17% over 2022] [added: The increase was] primarily [removed: as a result of] [added: due to] higher sales [removed: from] [added: in] the commercial aerospace, defense aerospace, commercial transportation, and industrial and other markets, favorable product [removed: pricing of $105,] [added: pricing,] and an increase in [removed: inflationary] [added: material] cost pass [removed: through of approximately $90.][added: through.]

Income before income taxes increased [removed: 61%] [added: 42%] from [removed: 2022.][added: 2023.]

Total Segment Adjusted EBITDA(1) increased [removed: 17%] [added: 27%] from [removed: 2022] [added: 2023] primarily due to favorable sales in the commercial aerospace, defense aerospace, [removed: commercial transportation,] and industrial and other markets as well as favorable product pricing.

Management’s focus and the related results enabled Howmet to end [removed: 2023] [added: 2024] with a solid financial position.

The following financial information reflects certain key highlights of Howmet’s [removed: 2023] [added: 2024] results:

- Net income of [removed: $765,] [added: $1,155,] or [removed: $1.83] [added: $2.81] per diluted share;

- Total Segment Adjusted EBITDA(1) of [removed: $1,587,] [added: $2,009,] an increase of [removed: $235,] [added: $422,] or [removed: 17%,] [added: 27%,] from [removed: 2022;][added: 2023;]

- Cash on hand and restricted cash at the end of the year of [removed: $610;][added: $565;]

- Cash provided from operations of [removed: $901;] [added: $1,298;] cash used for financing activities of [removed: $868;] [added: $1,026;] and cash used for investing activities of [removed: $215;][added: $316;]

- [removed: Purchased approximately 5 million shares of] [added: Repurchased] the Company’s common stock [added: of approximately 6 million shares] under the Share Repurchase Program for approximately [removed: $250;][added: $500;]

- The Company’s common stock had a closing price of [removed: $54.12] [added: $109.37] per share as of December [removed: 29, 2023,] [added: 31, 2024,] an increase of [removed: $40.92] [added: $96.17] per share, or [removed: 310%,] [added: 729%,] since the Arconic Inc. Separation Transaction on April 1, 2020, compared to an increase of [removed: 93%] [added: 138%] for the S&P 500® Index and [removed: 91%] [added: 99%] for the S&P [added: 500®] Aerospace & Defense [removed: Select Industry] Index over the same period.

In [removed: 2024,] [added: 2025,] management projects sales to increase as we expect solid growth in the commercial aerospace market, and the Company’s strong position in that market is expected to [removed: continue.][added: continue, including engines spares.]

Cash provided from operations is expected to increase for the full year in [removed: 2024] [added: 2025] compared with [removed: 2023,] [added: 2024,] resulting from a continued focus on operating performance and on capital efficiency.

[removed: Sales.] Sales for 2023 were $6,640 compared with $5,663 in 2022, an increase of $977, or 17%.

The increase was primarily due to higher sales in the commercial aerospace, defense aerospace, [removed: commercial transportation,] and industrial and other markets, [added: including engine spares, and] favorable product [removed: pricing of $105, and an increase] [added: pricing, partially offset by lower volumes] in [removed: material cost pass through of $90.][added: the commercial transportation market.]

Product price increases are in excess of inflationary [added: cost] pass through to our customers.

[removed: The increase was] [added: In 2024, Sales increased 12% from 2023] primarily [removed: due to] [added: as a result of] higher [removed: sales] [added: volumes] in the commercial [removed: aerospace market, an increase in material cost pass through of $225,] [added: aerospace, defense aerospace,] and [added: industrial and other markets, and] favorable product [removed: pricing of $67,] [added: pricing,] partially offset by lower [removed: sales] [added: volumes] in the [removed: defense aerospace] [added: commercial transportation] market.

[removed: Cost of goods sold (“COGS”).] COGS as a percentage of Sales was 71.9% in 2023 compared with 72.5% in 2022.

The Company had total COGS [removed: insurance claims] [added: net] reimbursements of [removed: $19] [added: $18] in [removed: 2023, partially offset by charges] [added: 2024 due to the final settlement] of [removed: $7,] [added: the insurance claim] related to [removed: fires that occurred in 2019 at] a [removed: Fastening Systems plant in France (the “France Plant Fire”) and a] mechanical failure [added: that occurred in 2022] resulting in substantial heat and fire-related damage to equipment at the [removed: Company’s] [added: Forged Wheels’] cast house in Barberton, Ohio [added: (the “Barberton Cast House Incident”)] in the [removed: third] [added: second] quarter of [removed: 2022] [added: 2024 and the final settlement of the insurance claim related to the fires that occurred in 2019 at a Fastening Systems plant in France] (the [removed: “Barberton Cast House Incident”),] [added: “France Plant Fire”) in the fourth quarter of 2024,] compared to total COGS [removed: charges] [added: insurance claims reimbursements] of [removed: $59] [added: $19] in [removed: 2022,] [added: 2023, partially] offset by [removed: partial insurance claims reimbursements] [added: charges] of [removed: $23,] [added: $7 in 2023,] related to [removed: a fire at a Forged Wheels plant in Barberton, Ohio in mid-February 2020 (the “Barberton Plant Fire”) and] the France Plant [removed: Fire.][added: Fire and Barberton Cast House Incident.]

The [removed: Company is negotiating resolution of the] insurance claims related to the [removed: France Plant Fire and] Barberton Cast House [removed: Incident.][added: Incident and the France Plant Fire have now been completed.]

The [removed: increase] [added: decrease] was primarily due to [removed: increased costs related to three plant fires, as well as material cost pass through] [added: higher volumes] and [added: favorable product pricing, partially offset by] increased net headcount, primarily in the Engine Products [removed: and Fastening Systems segments,] [added: segment,] in [removed: anticipation] [added: support] of [removed: future] [added: expected] revenue [removed: increases, partially offset by higher volumes and favorable product pricing.][added: increases.]

The Company had total COGS [removed: charges] [added: insurance claims reimbursements] of [removed: $59] [added: $19] in [removed: 2022,] [added: 2023, partially] offset by [removed: partial insurance claims reimbursements] [added: charges] of [removed: $23,] [added: $7,] related [removed: to] the France Plant [removed: Fire, Barberton Plant Fire,] [added: Fire] and the Barberton Cast House Incident, compared to total COGS charges of [removed: $28] [added: $59] in [removed: 2021,] [added: 2022,] offset by partial insurance claims reimbursements of [removed: $32,] [added: $23,] related to [removed: the France] [added: a fire at a Forged Wheels plant in Barberton, Ohio in mid-February 2020 (the “Barberton] Plant [removed: Fire] [added: Fire”)] and the [removed: Barberton] [added: France] Plant Fire.

[removed: Selling, general administrative, and other expenses (“SG&A”).] SG&A expenses were $333, or 5.0% of Sales, in 2023 compared with $288, or 5.1% of Sales, in 2022.

[removed: Research and development expenses (“R&D”).] R&D expenses were $36 in 2023 compared with $32 in 2022.

The increase of $4, or 13%, was primarily due to higher spending on technology projects [removed: intending] to support the aerospace business.

[removed: Provision for depreciation and amortization (“D&A”).] The provision for D&A was $272 in 2023 compared with $265 in 2022.

Restructuring and other charges. Restructuring and other charges were [removed: $23] [added: $21] in [removed: 2023] [added: 2024] compared with [removed: $56] [added: $23] in [removed: 2022] [added: 2023] and [removed: $90] [added: $56] in [removed: 2021.][added: 2022.]

Restructuring and other charges in 2023 consisted primarily of a $12 charge for impairment of assets primarily related to decommissioned fixed assets in Engineered Structures, a $5 charge for U.S. and Canadian pension plans’ settlement accounting, a $3 charge for layoff costs, a $3 charge for various other exit related costs primarily for the closures of small manufacturing facilities, and a $2 charge for accelerated depreciation primarily related to the closure of a small Engineered Structures facility in the U.K. The Company has closed [added: or sold] some small manufacturing facilities [added: including three in the U.K.] and [removed: may] [added: may,] in the [removed: future] [added: future,] close additional small facilities in order to consolidate operations, reduce fixed costs, and exit less profitable businesses.

See [Note [removed: D](#i1fc36697b7d24754bed7d34b61b3193e_106)] [added: D](#i97664d03bdbc402fa330a19b5868b4a6_109)] to the Consolidated Financial Statements in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70)] (Financial Statements and Supplementary Data) of this Form 10-K for additional detail.

[removed: Interest expense, net.] Interest expense, net was $218 in 2023 compared with $229 in 2022.

On an annual basis, the debt reduction and refinancing activities in [removed: 2023] [added: 2024] will decrease Interest expense, net by approximately [removed: $29.][added: $37.]

[added: Interest expense, net.] Interest expense, net was [removed: $229] [added: $182] in [removed: 2022] [added: 2024] compared with [removed: $259] [added: $218] in [removed: 2021.][added: 2023.]

We expect our commercial aerospace wide body and narrow body demand, including engine spares, also to continue to grow.

Quality control issues at The Boeing Company (“Boeing”) have had and are expected to continue to have a negative impact on narrow body and wide body production rates in the near term.

For instance, the Federal Aviation Administration stated that it will not approve production rate increases above 38 aircraft per month or additional production lines for the Boeing 737 MAX until it is satisfied that Boeing is in full compliance with required quality control procedures.

In addition, a labor union work stoppage and ensuing production restart at Boeing has negatively impacted results.

Boeing production levels have had and are expected to have a material impact on the financial performance of Howmet.

- Sales of $7,430, an increase of 12% from 2023, driven by higher sales in the commercial aerospace, defense aerospace, and industrial and other markets, partially offset by lower sales in the commercial transportation market;

- Income before income taxes of $1,383, an increase of $408, or 42%, from 2023;

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- Total debt of $3,315, a net decrease of $391 from 2023, reflecting repurchases and redemption of $600 aggregate principal amount of the 6.875% Notes due May 2025 (the “2025 Notes”), redemption of $205 aggregate principal amount of the 5.125% Notes due October 2024 (the “2024 Notes”), early partial prepayment of $60 aggregate principal amount of its USD term loan, partially offset by the issuance of $500 aggregate principal amount of the 4.850% Notes due October 2031 (the “2031 Notes”), net of the cross-currency swap that synthetically converted the 2031 Notes into a lower fixed-interest-rate Euro liability; and

Governmental policies, laws and regulations, and other economic factors, including inflation, customer requirements, tariffs, and fluctuations in foreign currency exchange rates and interest rates, may affect future results of operations and cash flow.

Sales. Sales for 2024 were $7,430 compared with $6,640 in 2023, an increase of $790, or 12%.

Cost of goods sold (“COGS”). COGS as a percentage of Sales was 68.9% in 2024 compared with 71.9% in 2023.

All cash related to the insurance claims has been collected as of January 2025.

Selling, general administrative, and other expenses (“SG&A”). SG&A expenses were $347, or 4.7% of Sales, in 2024 compared with $333, or 5.0% of Sales, in 2023.

The increase in SG&A of $14, or 4%, was primarily due to higher employment costs.

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Research and development expenses (“R&D”). R&D expenses were $33 in 2024 compared with $36 in 2023.

The decrease of $3, or 8%, was primarily due to the timing of spending on technology projects.

Provision for depreciation and amortization (“D&A”). The provision for D&A was $277 in 2024 compared with $272 in 2023.

The increase of $5, or 2%, was primarily driven by the disposal of unused assets in the Engine Products segment.

Restructuring and other charges in 2024 consisted primarily of a $13 net loss on the sale of a small U.K. manufacturing facility in Engineered Structures and $10 charge for layoff costs.

The decrease of $36, or 17%, was primarily due to the early redemptions of the 6.875% Notes due May 2025 (the “2025 Notes”) during various periods in 2024, the early redemptions of the 5.125% Notes due October 2024 (the “2024 Notes”) during various periods during 2023 and 2024, and the early partial prepayment of its USD term loan, partially offset by the August 2024 issuance of $500 aggregate principal amount of the 2031 Notes, net of the cross-currency swap that synthetically converted the 2031 Notes into a lower fixed-interest-rate Euro liability.

Long-term debt, including long-term debt due within one year, has been reduced by $847 from December 31, 2022 to December 31, 2024.

The increase of $4, or 200%, was primarily due to the debt premiums paid on the early redemption of the 2025 Notes in the third quarter of 2024.

See [Note Q](#i97664d03bdbc402fa330a19b5868b4a6_154) to the Consolidated Financial Statements in [Part II, Item 8](#i97664d03bdbc402fa330a19b5868b4a6_70) (Financial Statements and Supplementary Data) of this Form 10-K for additional detail related to the Company’s debt.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The increase in expense of $54 was primarily due to the reversal in the second quarter ended June 30, 2023 of $25, net of legal fees of $1, of the $65 pre-tax charge taken in the third quarter of 2022 related to the Lehman Brothers International (Europe) (“LBIE”) legal proceeding as a result of the final settlement of such proceeding in June 2023 (See [Note U](#i97664d03bdbc402fa330a19b5868b4a6_169) to the Consolidated Financial Statements in [Part II, Item 8](#i97664d03bdbc402fa330a19b5868b4a6_70)) (Financial Statements and Supplementary Data), increases in foreign currency losses, net of $15, and an increase in the impacts of deferred compensation arrangements of $5.

See [Note F](#i97664d03bdbc402fa330a19b5868b4a6_115) to the Consolidated Financial Statements in [Part II, Item 8](#i97664d03bdbc402fa330a19b5868b4a6_70) (Financial Statements and Supplementary Data) of this Form 10-K for additional detail.

The effective tax rate differs from the U.S. federal statutory rate primarily due to the completion of an R&D study which resulted in a $44 net benefit related to prior years of U.S. federal and state R&D credits and related impacts, a $15 net benefit related to current year U.S. federal and state R&D credits and related impacts, a $25 benefit related to a U.S. deduction on Foreign Derived Intangible Income, an $11 net benefit related to various other credits, a $10 excess benefit for stock compensation, a $6 benefit to release a valuation allowance related to U.S. state tax losses and credits, and a $4 benefit to release a valuation allowance related to U.S. foreign tax credits, partially offset by $12 of U.S. tax on Global Intangible Low-Taxed Income (“GILTI”) and other foreign earnings, $15 of incremental state tax and foreign taxes on earnings also subject to U.S. federal income tax, $11 of charges related to nondeductible expenses, and $8 of net foreign tax cost related to foreign earnings subject to withholding tax and local tax in high tax rate jurisdictions.

The Pillar Two directive has been implemented, or is expected to be implemented, through domestic legislation in multiple countries where the Company operates.

While the Company does not expect the adoption of the Pillar Two framework to have a material impact on its effective tax rate, we continue to monitor any additional guidance released by the OECD, along with the pending and adopted legislation in the countries where we operate.

However, changes in the current economic environment, tax legislation or rate changes, currency fluctuations, ability to realize deferred tax assets, movements in stock price impacting tax benefits or deficiencies on stock-based payment awards, and the results of operations in certain taxing jurisdictions may cause this estimated rate to fluctuate.

See [Note H](#i97664d03bdbc402fa330a19b5868b4a6_124) to the Consolidated Financial Statements in [Part II, Item 8](#i97664d03bdbc402fa330a19b5868b4a6_70) (Financial Statements and Supplementary Data) of this Form 10-K for additional detail.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

Net income. Net income was $1,155, or $2.81 per diluted share, for 2024 compared to $765, or $1.83 per diluted share, in 2023.

The increase in results of $390, or 51%, was primarily due to higher volumes in the commercial aerospace, defense aerospace, and industrial and other markets, including engines spares, favorable product pricing, a reduction in interest expense due to lower long-term debt levels, and a lower tax rate due to the completion of an R&D study, partially offset by lower volumes in the commercial transportation market and net impacts of foreign currency.

The Company’s CODM considers forecast-to-actual variances for Segment Adjusted EBITDA when allocating resources across the Company’s reportable segments.

The segment absorbed approximately 1,205 net headcount since the end of 2023 in support of expected revenue increases, resulting in unfavorable near-term recruiting, training, and operational costs.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

Governmental policies, laws and regulations, and other economic factors, including inflation, customer requirements, tariffs, and fluctuations in foreign currency exchange rates and interest rates, may affect future results of operations and cash flow.

We expect commercial aerospace wide body demand to grow faster than narrow body demand on a production percentage basis.

- Sales of $6,640, an increase of 17% from 2022, driven by higher sales in all markets, especially the commercial aerospace market, which increased 24% from 2022;

- Income before income taxes of $975, an increase of $369, or 61%, from 2022;

- Total debt of $3,706, a net decrease of $456 from 2022, reflecting repurchases and partial redemption of $876 aggregate principal amount of the 5.125% Notes due October 2024 (the “5.125% Notes”) and drew $400 in term loans due 2026 during 2023; and

Sales for 2022 were $5,663 compared with $4,972 in 2021, an increase of $691, or 14%.

The insurance claims related to these three plant fires were in excess of the insurance deductible.

During the fourth quarter of 2022, the Company settled the insurance claim related to the Barberton Plant Fire.

COGS as a percentage of Sales was 72.5% in 2022 compared with 72.3% in 2021.

The downtime related to these plant fires in 2022 and 2021 reduced production levels and affected productivity at the plants.

SG&A expenses were $288, or 5.1% of Sales, in 2022 compared with $251, or 5.0% of Sales, in 2021.

The increase in SG&A of $37, or 15%, was primarily due to higher employment, travel, and lease costs in 2022, as well as legal and other advisory reimbursements received in 2021 that did not recur in 2022.

R&D expenses were $32 in 2022 compared with $17 in 2021.

The increase of $15, or 88%, was primarily due to higher spending on technology projects across all segments.

The provision for D&A was $265 in 2022 compared with $270 in 2021.

The decrease of $5, or 2%, was primarily driven by lower corporate software amortization and reduced depreciation due to the sale of the corporate center.

Restructuring and other charges in 2021 consisted primarily of a $75 charge for U.K. and U.S. pension plans’ settlement accounting, a $15 charge for accelerated depreciation primarily related to the closure of small U.S. manufacturing facilities in Engine Products and Fastening Systems, a $7 charge for layoff costs, a $4 charge for impairment of assets associated with an agreement to sell a small manufacturing business in France, and a $4 charge for various other exit costs.

These charges were partially offset by a gain of $12 on the sale of assets at a small U.S. manufacturing facility in Fastening Systems and a benefit of $3 related to the reversal of a number of layoff reserves related to prior periods.

The decrease of $30, or 12%, was primarily due to a reduced average level of debt for the year ended December 31, 2022 compared to the year ended December 31, 2021.

The decrease of $144 was primarily due to debt premiums paid in 2021 related to the repurchases of the 6.875% Notes due 2025 (the “6.875% Notes”), the 5.870% Notes due 2022, and the 5.125% Notes.

The increase in expense of $63 was primarily driven by the adverse judgment of $65 related to the LBIE swaps, an increase from net realized and unrealized losses of $9, primarily related to mark-to-market adjustments on exchange-traded fixed income securities and losses on sales of receivables, and higher non-service related net periodic benefit costs related to pension and other postretirement benefit plans in 2022 of $7, partially offset by the impacts of deferred compensation arrangements of $16 and higher interest income of $4.

Jurisdictions where the Company operates have started to enact Pillar Two legislation effective January 1, 2024, and other jurisdictions are expected to enact legislation prospectively.

The Company has assessed both enacted and proposed Pillar Two legislation and, at this time, does not expect a material impact to its corporate tax liability or effective tax rate.

The effective tax rate differs from the U.S. federal statutory rate primarily as a result of a $32 benefit from the recognition of income tax credits related to development incentives in Hungary and a $9 benefit related to updated U.S. regulatory guidance concerning the utilization of foreign tax credits in connection with the one-time transition tax on the deemed repatriation of previously non-taxed post-1986 earnings and profits of certain foreign subsidiaries enacted as part of the U.S. Tax Cuts and Jobs Act of 2017 (the “2017 Act”), partially offset by $9 of charges from the decision to no longer permanently reinvest earnings in certain foreign subsidiaries, $8 of charges to establish a valuation allowance on certain net operating losses in Switzerland, $7 of charges from distributions of foreign earnings, $6 of charges related to U.S. tax on foreign income, and other impacts related to nondeductible expenses including foreign losses with no tax benefit.

Net income was $469, or $1.11 per diluted share, for 2022 compared to $258, or $0.59 per diluted share, in 2021.

The increase in results of $211, or 82%, was primarily due to higher sales in the commercial aerospace market, a decrease in the Loss on debt redemption of $144, favorable product pricing of $67, a decrease of $34 in Restructuring and other charges, and a decrease in Interest expense, net of $30, partially offset by lower sales in the defense aerospace market, an increase in other inflationary costs, the adverse judgment related to the LBIE legal proceeding of $65, and an increase in the Provision for income taxes primarily driven by an increase in income before income taxes.

Prior to the first quarter of 2022, the Company used Segment operating profit as its primary measure of performance.

On May 15, 2023, Howmet and the United Autoworkers at our Whitehall, Michigan location approved a new five-year collective bargaining agreement, covering approximately 1,400 employees, effective April 1, 2023.

The previous agreement expired on March 31, 2023.

The agreement positions our Whitehall location to offer market competitive wages and benefits and provide additional operational flexibility in support of future revenue increases.

The business’s

Third-party sales for the Fastening Systems segment increased $73, or 7%, in 2022 compared with 2021, primarily due to higher volumes in the commercial aerospace market, with narrow body recovery more than offsetting Boeing 787 production declines, higher volumes in the commercial transportation market, and an increase in material cost pass through, partially offset by lower volumes in the industrial market.

Segment Adjusted EBITDA for the Fastening Systems segment decreased $5, or 2%, in 2022 compared with 2021, primarily due to Boeing 787 production declines, lower volumes in the industrial market, and inflationary costs, partially offset by higher volumes in the narrow body commercial aerospace and commercial transportation markets.

Third-party sales for the Engineered Structures segment increased $65, or 9%, in 2022 compared with 2021, primarily due to higher volumes in the narrow body commercial aerospace market as well as an increase in material cost pass through and favorable product pricing, partially offset by lower volumes in the defense aerospace market, including lower F-35 program volumes, and Boeing 787 production declines.

Segment Adjusted EBITDA for the Engineered Structures segment increased $8, or 8%, in 2022 compared with 2021, primarily due to higher volumes in the narrow body commercial aerospace market and favorable product pricing, partially offset by lower volumes in the defense aerospace market, including lower F-35 program volumes, and Boeing 787 production declines as well as inflationary costs.

On July 10, 2023, Howmet and the United Steel Workers at our Niles, Ohio location entered into a new four-year collective bargaining agreement, covering approximately 370 employees, effective July 1, 2023.

The previous agreement was to expire on April 20, 2024.

The agreement positions our Niles location to offer market competitive wages and benefits, promote cost competitiveness, and provide additional operational flexibility in support of future revenue increases.

Segment Adjusted EBITDA Margin for the Forged Wheels segment decreased approximately 560 basis points in 2022 compared with 2021, primarily due to aluminum material and European energy cost pass through as well as unfavorable foreign currency movements, partially offset by higher volumes.

In July 2022, the Company’s cast house in Barberton, Ohio, which produces aluminum ingot used in the production of wheels for the North American commercial transportation market, experienced a mechanical failure resulting in substantial heat and fire-related damage to equipment.

The downtime temporarily reduced production levels and affected productivity at the plant.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[removed: Howmet Aerospace Inc. (formerly known as Arconic Inc.) is a Delaware corporation with its principal office in Pittsburgh, Pennsylvania and the successor to Arconic Inc., a Pennsylvania corporation formed in 1888 and formerly known as Alcoa Inc.] In this report, unless the context otherwise requires, “Howmet”, the “Company”, “we”, “us”, and “our” refer to Howmet Aerospace [removed: Inc., a Delaware corporation,] [added: Inc.] and its consolidated subsidiaries.

The Company’s Internet address is [removed: http://www.howmet.com.][added: https://www.howmet.com.]

The SEC maintains an Internet site that contains these reports at [removed: http://www.sec.gov.][added: https://www.sec.gov.]

As described below, Howmet Aerospace Inc. was previously named Arconic Inc. and, prior to that, Alcoa [removed: Inc.][added: Inc., a company formed in 1888.]

*The Alcoa Inc. Separation Transaction.* On November 1, 2016, Alcoa Inc. completed the separation of its [removed: business] [added: businesses] (the “Alcoa Inc. Separation Transaction”) into two independent, publicly traded companies: Arconic Inc. (the new name for Alcoa Inc., which, through the transactions described above, later became Howmet Aerospace Inc.) and Alcoa Corporation.

Following this separation, the Company retained the Engineered Products and Solutions, Global Rolled Products, and Transportation and Construction Solutions [removed: businesses; and its previous Alumina and Primary Metals businesses, rolling mill operations in Warrick, Indiana and 25.1% interest in the Ma’aden Rolling Company were spun-off to Alcoa Corporation.][added: businesses.]

Howmet is a global company operating in [removed: 20] [added: 19] countries.

Based upon the country where the point of shipment occurred, North America and Europe generated [removed: 70%] [added: 71%] and 23%, respectively, of Howmet’s sales in [removed: 2023.][added: 2024.]

In [removed: addition,] [added: addition to the United States, Canada, and Mexico in North America and France, United Kingdom, Hungary, and Germany in Europe,] Howmet has operating activities in numerous [added: other] countries and [removed: regions outside of North America and Europe,] [added: regions,] including [removed: China] [added: Japan] and [removed: Japan.][added: China.]

Its products and solutions include investment castings for jet engines and industrial gas turbines (nickel superalloys, titanium, and aluminum), including airfoils and structural parts; seamless rolled rings for jet engines (mostly nickel superalloys); fastening systems for aerospace, industrial and commercial transportation applications (titanium, steel, and nickel superalloys); forged jet engine components (e.g., jet engine disks); machined and forged aircraft parts (titanium and aluminum); and forged aluminum commercial vehicle wheels, all of which are sold directly to customers [removed: and/or] [added: or] through distributors.

*Aerospace (Commercial and Defense) Market.* Howmet’s largest market is aerospace, which represented approximately [removed: 64%] [added: 68%] of the Company’s revenue in [removed: 2023.][added: 2024.]

The commercial transportation market represented approximately [removed: 21%] [added: 17%] of the Company’s revenue in [removed: 2023.][added: 2024.]

*Industrial and Other Markets.* Industrial and other markets include industrial gas turbines, oil and gas, and other industrials, which represented approximately 15% of the Company’s revenue in [removed: 2023.][added: 2024.]

Engineered Structures produces titanium ingots and mill products for aerospace and defense applications and is vertically integrated to produce titanium forgings, [added: titanium] extrusions, [removed: forming] and machining services for airframe, wing, aero-engine, and landing gear components.

Forged Wheels manufactures [added: lightweight, high-strength] forged aluminum wheels for trucks, buses, and [removed: trailers and related products for] [added: trailers, serving] the global [removed: commercial] transportation market.

For additional discussion of each segment's business, see “Results of Operations—Segment Information” in [Part II, Item [removed: 7](#i1fc36697b7d24754bed7d34b61b3193e_43)] [added: 7](#i97664d03bdbc402fa330a19b5868b4a6_46)] (Management’s Discussion and Analysis of Financial Condition and Results of Operations) and [Note [removed: C](#i1fc36697b7d24754bed7d34b61b3193e_103)] [added: C](#i97664d03bdbc402fa330a19b5868b4a6_106)] to the Consolidated Financial Statements in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67).][added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70).]

Sales by market for the years ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021,] [added: 2022,] were:

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Aerospace - Commercial | | | [removed: 49] [added: 52] | | % | | | | [removed: 46] [added: 49] | | % | | | | [removed: 41] [added: 46] | | % |

| Aerospace - Defense | | | [removed: 15] [added: 16] | | % | | | | [removed: 16] [added: 15] | | % | | | | [removed: 19] [added: 16] | | % |

| Commercial Transportation | | | [removed: 21] [added: 17] | | % | | | | [removed: 23] [added: 21] | | % | | | | 23 | | % |

| Industrial and [removed: Other] [added: Other(1)] | | | 15 | | % | | | | 15 | | % | | | | [removed: 17] [added: 15] | | % |

In [removed: 2023, General Electric Company and] [added: 2024,] RTX Corporation [added: and GE Aerospace each] represented approximately [removed: 12% and 9%, respectively,] [added: 10%] of the Company’s third-party sales.

See [Part I, Item [removed: 1A](#i1fc36697b7d24754bed7d34b61b3193e_16)] [added: 1A](#i97664d03bdbc402fa330a19b5868b4a6_16)] (Risk Factors).

| United Kingdom | | | | | | [removed: Ecclesfield] [added: Ecclesfield(2)] | | | | | | Engine Products | | | | | | Metal, Billets | | |

| | | | | | | Fullerton, CA(2) | | | | | | Fastening Systems | | | | | | Fasteners [added: and Tooling] | | |

| | | | | | | Kingston, NY(2) | | | | | | Fastening Systems | | | | | | Fasteners [added: Tooling] | | |

The list in the above table does not include [removed: 18] [added: 17] locations that serve as sales and administrative offices, distribution centers or warehouses.

Important raw materials purchased in [removed: 2023] [added: 2024] for each of the Company’s reportable segments are listed below.

| Ceramics | | | | | | Aluminum Alloys | | | | | | [removed: Energy] [added: Aluminum] | | | | | | [removed: Energy] [added: Aluminum] | | |

| [removed: Cobalt] [added: Energy] | | | | | | [removed: Energy] [added: Nickel Alloys and Stainless Steels] | | | | | | Nickel Alloys | | | | | | [removed: Primary and Scrap Aluminum] | | |

| [removed: Titanium] [added: Superalloy materials] | | | | | | | | | | | | Vanadium Alloys | | | | | | | | |

Patents, Trade [removed: Secrets] [added: Secrets,] and Trademarks

The patents owned by Howmet generally concern particular products, manufacturing [removed: equipment] [added: equipment,] or techniques.

Howmet’s business as a whole is not, however, materially dependent on any single patent, trade [removed: secret] [added: secret,] or trademark.

As of the end of [removed: 2023,] [added: 2024,] the Company’s worldwide patent portfolio [removed: consists] [added: consisted] of approximately [removed: 940] [added: 950] granted patents and [removed: 215] [added: 220] pending patent applications.

Although Howmet believes its advanced technology, manufacturing [removed: processes] [added: processes,] and experience provide advantages to Howmet’s customers, such as high quality and superior mechanical properties that meet the Company’s customers’ most stringent requirements, many of the products Howmet makes can be produced by competitors using similar types of manufacturing processes as well as alternative forms of manufacturing.

We believe that factors such as Howmet’s technological expertise, state-of-the-art capabilities, capacity, quality, engaged [removed: employees] [added: employees,] and long-standing customer relationships enable the Company to maintain its competitive position.

In recent years, Forged Wheels has seen an increase in the number of aluminum wheel suppliers (both forged and cast aluminum wheels) from China, Taiwan, [removed: India] [added: India,] and South Korea attempting to penetrate the global commercial transportation market.

In [removed: 2023,] [added: 2024,] compliance with these laws, rules and regulations did not have a material effect on our capital expenditures, results of operations or competitive position.

Howmet Aerospace Inc. is a Delaware corporation with its principal office in Pittsburgh, Pennsylvania.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The Company’s portfolio, sold under the Alcoa® Wheels brand, includes advanced wheel designs utilizing MagnaForce® alloy, offering superior durability and performance.

Compared to standard steel wheel configurations, our aluminum wheels deliver up to 59% weight savings per tractor-trailer, enabling greater payload capacity.

Our proprietary Dura-Bright® surface treatment resists corrosion and significantly reduces maintenance requirements, helping fleets maintain a professional appearance while lowering operational costs.

(1) Industrial and Other comprise industrial gas turbine (approximately 45%), general industrial (approximately 30%), and oil and gas (approximately 25%).

On April 2, 2024, General Electric Company, one of our largest customers, completed the spin-off of its energy-focused business into GE Vernova, a new publicly traded company.

Since then, General Electric Company operates as GE Aerospace.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| | | | | | | Worcester(2)(3) | | | | | | Engine Products | | | | | | Aerospace and Industrial Gas Turbine Castings Tooling | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

(3)In October 2024, Howmet acquired Camcraft LTD.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| Cobalt | | | | | | Energy | | | | | | Energy | | | | | | Energy | | |

| Titanium | | | | | | | | | | | | | | | | | | | | |

As of the end of 2024, the Company’s worldwide trademark portfolio consisted of approximately 1,570 registered trademarks and 50 pending trademark applications.

Following the Alcoa Inc. Separation Transaction, the Company retained the Alcoa Wheels® business and, pursuant to a Trademark License Agreement, is the exclusive licensee of the “Alcoa” name and logo for use with the wheels, hubs, and related products that we manufacture.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

Howmet strives to attract, recruit, engage, develop and retain world-class talent.

Additional technologies such as recruiting booster text capabilities facilitate communicating with candidates quickly and efficiently.

A valuable component of development is Howmet’s mentoring program, which builds readiness for future leaders.

We use various risk identification, assessment, and control processes to reduce the likelihood of safety and health incidents in the workplace, with prioritization of the prevention of fatality and serious injury.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The Company’s next significant plant collective bargaining agreement in the U.S. expires in 2027.

He served as Interim President, Engineered Structures, from October 2023 to April 2024; and Interim President, Fastening Systems, from November 2022 to May 2023.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The Company’s portfolio of wheels is sold under the product brand name Alcoa® Wheels, which are five times stronger and 47% lighter than steel wheels.

The Ultra ONE® Wheel with MagnaForce® alloy is the lightest portfolio of wheels on the market.

The Company’s proprietary Dura-Bright® surface treatment is unmatched in appearance and corrosion protection.

| | | | | | | Welwyn Garden City | | | | | | Engineered Structures | | | | | | Aerospace Formed Parts | | |

| Energy | | | | | | Nickel Alloys and Stainless Steels | | | | | | Primary Aluminum | | | | | | | | |

A significant trademark filing campaign for the names “Howmet” and “Howmet Aerospace” along with its “H” logo was initiated in 2019, in support of the corporate launch of Howmet Aerospace Inc. As of the end of 2023, the Company’s worldwide trademark portfolio consists of approximately 1,470 registered trademarks and 116 pending trademark applications.

To attract, recruit, develop and retain world-class talent, the Company has created a culture that embraces diversity, drives inclusion, and empowers and engages our employees.

Our Employee Resource Groups, composed of the African Heritage, EurAsian Diversity & Inclusion, Latin+, Next Generation, Pride, Veterans, and Women’s Networks, continue to be fundamental to building our culture of inclusion.

These networks provide colleagues with valuable support and advice, create development opportunities, and provide leadership with feedback that raises awareness of issues and challenges.

The Company also provides diversity awareness training and resources.

Our Board of Directors and Executive Leadership team review diversity, equity and inclusion activity on a regular basis.

We prioritize our risk management processes toward the prevention of fatality and serious injury.

This covers approximately 750 employees; the current agreement expires on April 28, 2024.

The Cleveland location began negotiations with the UAW in February 2024.

For a discussion of legal proceedings, see [Note [removed: U](#i1fc36697b7d24754bed7d34b61b3193e_166)] [added: U](#i97664d03bdbc402fa330a19b5868b4a6_169)] to the Consolidated Financial Statements in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70)] of this Form 10-K.

For The Fiscal Year Ended December 31, [removed: 2023][added: 2024]

The aggregate market value of the outstanding common stock, other than shares held by persons who may be deemed affiliates of the registrant, as of the last business day of the registrant’s most recently completed second fiscal quarter was approximately [removed: $20] [added: $31] billion.

As of February [removed: 9, 2024,] [added: 10, 2025,] there were [removed: 410,303,651] [added: 405,022,519] shares of common stock, par value $1.00 per share, of the registrant outstanding.

Part III of this Form 10-K incorporates by reference certain information from the registrant’s definitive Proxy Statement for its [removed: 2024] [added: 2025] Annual Meeting of Shareholders to be filed pursuant to Regulation 14A (Proxy Statement).

| Item 1. | | | [removed: [Business](#i1fc36697b7d24754bed7d34b61b3193e_13)] [added: [Business](#i97664d03bdbc402fa330a19b5868b4a6_13)] | | | [removed: [1](#i1fc36697b7d24754bed7d34b61b3193e_13)] [added: [1](#i97664d03bdbc402fa330a19b5868b4a6_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i1fc36697b7d24754bed7d34b61b3193e_16)] [added: Factors](#i97664d03bdbc402fa330a19b5868b4a6_16)] | | | [removed: [10](#i1fc36697b7d24754bed7d34b61b3193e_16)] [added: [10](#i97664d03bdbc402fa330a19b5868b4a6_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i1fc36697b7d24754bed7d34b61b3193e_19)] [added: Comments](#i97664d03bdbc402fa330a19b5868b4a6_19)] | | | [removed: [16](#i1fc36697b7d24754bed7d34b61b3193e_19)] [added: [16](#i97664d03bdbc402fa330a19b5868b4a6_19)] | | |

| Item 1C. | | | [removed: [Cybersecurity](#i1fc36697b7d24754bed7d34b61b3193e_1915)] [added: [Cybersecurity](#i97664d03bdbc402fa330a19b5868b4a6_22)] | | | [removed: [16](#i1fc36697b7d24754bed7d34b61b3193e_1915)] [added: [16](#i97664d03bdbc402fa330a19b5868b4a6_22)] | | |

| Item 2. | | | [removed: [Properties](#i1fc36697b7d24754bed7d34b61b3193e_22)] [added: [Properties](#i97664d03bdbc402fa330a19b5868b4a6_25)] | | | [removed: [18](#i1fc36697b7d24754bed7d34b61b3193e_22)] [added: [18](#i97664d03bdbc402fa330a19b5868b4a6_25)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i1fc36697b7d24754bed7d34b61b3193e_25)] [added: Proceedings](#i97664d03bdbc402fa330a19b5868b4a6_28)] | | | [removed: [18](#i1fc36697b7d24754bed7d34b61b3193e_25)] [added: [18](#i97664d03bdbc402fa330a19b5868b4a6_28)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i1fc36697b7d24754bed7d34b61b3193e_28)] [added: Disclosures](#i97664d03bdbc402fa330a19b5868b4a6_31)] | | | [removed: [18](#i1fc36697b7d24754bed7d34b61b3193e_28)] [added: [18](#i97664d03bdbc402fa330a19b5868b4a6_31)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i1fc36697b7d24754bed7d34b61b3193e_34)] [added: Securities](#i97664d03bdbc402fa330a19b5868b4a6_37)] | | | [removed: [18](#i1fc36697b7d24754bed7d34b61b3193e_34)] [added: [18](#i97664d03bdbc402fa330a19b5868b4a6_37)] | | |

| Item 6. | | | [Selected Financial [removed: Data](#i1fc36697b7d24754bed7d34b61b3193e_37)] [added: Data](#i97664d03bdbc402fa330a19b5868b4a6_40)] | | | [removed: [20](#i1fc36697b7d24754bed7d34b61b3193e_37)] [added: [21](#i97664d03bdbc402fa330a19b5868b4a6_40)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i1fc36697b7d24754bed7d34b61b3193e_43)] [added: Operations](#i97664d03bdbc402fa330a19b5868b4a6_46)] | | | [removed: [21](#i1fc36697b7d24754bed7d34b61b3193e_43)] [added: [22](#i97664d03bdbc402fa330a19b5868b4a6_46)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i1fc36697b7d24754bed7d34b61b3193e_64)] [added: Risk](#i97664d03bdbc402fa330a19b5868b4a6_67)] | | | [removed: [36](#i1fc36697b7d24754bed7d34b61b3193e_64)] [added: [36](#i97664d03bdbc402fa330a19b5868b4a6_67)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: Data](#i97664d03bdbc402fa330a19b5868b4a6_70)] | | | [removed: [37](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: [37](#i97664d03bdbc402fa330a19b5868b4a6_70)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i1fc36697b7d24754bed7d34b61b3193e_175)] [added: Disclosure](#i97664d03bdbc402fa330a19b5868b4a6_178)] | | | [removed: [83](#i1fc36697b7d24754bed7d34b61b3193e_175)] [added: [83](#i97664d03bdbc402fa330a19b5868b4a6_178)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i1fc36697b7d24754bed7d34b61b3193e_178)] [added: Procedures](#i97664d03bdbc402fa330a19b5868b4a6_181)] | | | [removed: [83](#i1fc36697b7d24754bed7d34b61b3193e_178)] [added: [83](#i97664d03bdbc402fa330a19b5868b4a6_181)] | | |

| Item 9B. | | | [Other [removed: Information](#i1fc36697b7d24754bed7d34b61b3193e_181)] [added: Information](#i97664d03bdbc402fa330a19b5868b4a6_184)] | | | [removed: [83](#i1fc36697b7d24754bed7d34b61b3193e_181)] [added: [83](#i97664d03bdbc402fa330a19b5868b4a6_184)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspection](#i1fc36697b7d24754bed7d34b61b3193e_184)] [added: Inspection](#i97664d03bdbc402fa330a19b5868b4a6_187)] | | | [removed: [83](#i1fc36697b7d24754bed7d34b61b3193e_184)] [added: [83](#i97664d03bdbc402fa330a19b5868b4a6_187)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i1fc36697b7d24754bed7d34b61b3193e_190)] [added: Governance](#i97664d03bdbc402fa330a19b5868b4a6_193)] | | | [removed: [83](#i1fc36697b7d24754bed7d34b61b3193e_190)] [added: [83](#i97664d03bdbc402fa330a19b5868b4a6_193)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i1fc36697b7d24754bed7d34b61b3193e_193)] [added: Compensation](#i97664d03bdbc402fa330a19b5868b4a6_196)] | | | [removed: [83](#i1fc36697b7d24754bed7d34b61b3193e_193)] [added: [83](#i97664d03bdbc402fa330a19b5868b4a6_196)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i1fc36697b7d24754bed7d34b61b3193e_196)] [added: Matters](#i97664d03bdbc402fa330a19b5868b4a6_199)] | | | [removed: [84](#i1fc36697b7d24754bed7d34b61b3193e_196)] [added: [85](#i97664d03bdbc402fa330a19b5868b4a6_199)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i1fc36697b7d24754bed7d34b61b3193e_199)] [added: Independence](#i97664d03bdbc402fa330a19b5868b4a6_202)] | | | [removed: [84](#i1fc36697b7d24754bed7d34b61b3193e_199)] [added: [85](#i97664d03bdbc402fa330a19b5868b4a6_202)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i1fc36697b7d24754bed7d34b61b3193e_202)] [added: Services](#i97664d03bdbc402fa330a19b5868b4a6_205)] | | | [removed: [84](#i1fc36697b7d24754bed7d34b61b3193e_202)] [added: [85](#i97664d03bdbc402fa330a19b5868b4a6_205)] | | |

| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#i1fc36697b7d24754bed7d34b61b3193e_208)] [added: Schedules](#i97664d03bdbc402fa330a19b5868b4a6_211)] | | | [removed: [85](#i1fc36697b7d24754bed7d34b61b3193e_208)] [added: [86](#i97664d03bdbc402fa330a19b5868b4a6_211)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i1fc36697b7d24754bed7d34b61b3193e_211)] [added: Summary](#i97664d03bdbc402fa330a19b5868b4a6_214)] | | | [removed: [91](#i1fc36697b7d24754bed7d34b61b3193e_211)] [added: [93](#i97664d03bdbc402fa330a19b5868b4a6_214)] | | |

In this Form 10-K, selected items of information and data are incorporated by reference to portions of Howmet Aerospace Inc.’s definitive proxy statement for its [removed: 2024] [added: 2025] Annual Meeting of Shareholders (the “Proxy Statement”), which we expect to file with the Securities and Exchange Commission within 120 days after Howmet Aerospace Inc.’s fiscal year ended December 31, [removed: 2023.][added: 2024.]

All statements that reflect Howmet’s expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, statements, forecasts and outlook relating to the condition of end markets; future financial results, operating performance, or estimated or expected future capital expenditures; future strategic actions; Howmet's strategies, outlook, and business and financial prospects; and any future [removed: dividends] [added: dividends, debt issuances, debt reduction] and repurchases of its [removed: debt or equity securities.][added: common stock.]

For a discussion of some of the specific factors that may cause Howmet’s actual results to differ materially from those projected in any forward-looking statements, see the following sections of this report: [Part I, Item [removed: 1A](#i1fc36697b7d24754bed7d34b61b3193e_16)] [added: 1A](#i97664d03bdbc402fa330a19b5868b4a6_16)] (Risk Factors), [Part II, Item [removed: 7](#i1fc36697b7d24754bed7d34b61b3193e_43)] [added: 7](#i97664d03bdbc402fa330a19b5868b4a6_46)] (Management’s Discussion and Analysis of Financial Condition and Results of Operations), including the disclosures under Segment Information and Critical Accounting Policies and Estimates, and [Note [removed: U](#i1fc36697b7d24754bed7d34b61b3193e_166)] [added: U](#i97664d03bdbc402fa330a19b5868b4a6_169)] to the Consolidated Financial Statements in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67).][added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70).]

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| | | | [Signatures](#i97664d03bdbc402fa330a19b5868b4a6_217) | | | [94](#i97664d03bdbc402fa330a19b5868b4a6_217) | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

Credit ratings are not a recommendation to buy or hold any Howmet securities, and they may be revised or revoked at any time at the sole discretion of the credit rating organizations.

The statements in this report are made as of the date of the filing of this report.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

Yes ☐ No ☐

| | | | [Signatures](#i1fc36697b7d24754bed7d34b61b3193e_214) | | | [92](#i1fc36697b7d24754bed7d34b61b3193e_214) | | |

Howmet has implemented a framework of principles, [removed: policies] [added: policies,] and technology designed to protect our systems and data from cybersecurity threats.

Although past cybersecurity incidents did not have a material impact on the Company, including our strategy, financial [removed: condition] [added: condition,] or results of operations, the scope and impact of any future cybersecurity threat or incident cannot be predicted.

See [removed: [Part](#i1fc36697b7d24754bed7d34b61b3193e_16) [I](#i1fc36697b7d24754bed7d34b61b3193e_16)[,](#i1fc36697b7d24754bed7d34b61b3193e_16) [Item 1A.](#i1fc36697b7d24754bed7d34b61b3193e_16)] [added: [Part I, Item 1A.](#i97664d03bdbc402fa330a19b5868b4a6_16)] (Risk Factors) for more information on how material cybersecurity incidents may impact the Company.

Howmet has implemented a multi-faceted cybersecurity risk management framework, which includes progressing toward [removed: achievement of the Cybersecurity Maturity Model Certification to certify the Company’s compliance] [added: alignment] with [removed: certain] cybersecurity standards published by the National Institute of Standards and [removed: Technology.][added: Technology and achievement of the Department of Defense (DoD) Cybersecurity Maturity Model Certification, which will require companies like Howmet that do business with the DoD to obtain specific third-party certifications relating to specified cybersecurity standards to be eligible for new contract awards.]

Our approach includes conducting internal vulnerability assessments, external penetration [removed: testing] [added: testing,] and attack simulation.

[removed: The review involves participation and engagement by, among] others, subject matter experts like the Company’s Chief Information Security Officer (“CISO”) and Chief Information Officer (“CIO”), [removed: the presidents] [added: representatives] of the Company’s business segments, and executive management.

The Cybersecurity [removed: Committee, which originated in 2015 as a dedicated cybersecurity subcommittee of the Audit Committee,] [added: Committee] assists the Board in its oversight of the Company’s cybersecurity programs and risks.

The Cybersecurity Committee currently comprises [removed: two] [added: three] members and meets at least quarterly with members of management, including the CISO and CIO.

The Cybersecurity Committee reports to the full Board after each of its meetings and as needed regarding the cybersecurity risks, [removed: incidents] [added: incidents,] and other matters reviewed and considered by the Committee.

The Company’s CISO leads management’s assessment, [removed: prevention] [added: prevention,] and management of cybersecurity risks.

The CISO reports to the CIO who has responsibility for the usability, [removed: implementation] [added: implementation,] and management of our information and computing systems.

The CISO holds a Bachelor of Sciences degree in Information Systems Management from Carlow University and a Master of Sciences degree in Information Systems from Robert Morris [removed: University,] [added: University] and is a Certified Systems Security Professional.

The review involves participation and engagement by, among

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The Cybersecurity Committee, which originated in 2015 as a dedicated cybersecurity subcommittee of the Audit Committee, was made a formal committee of the Board in 2022.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

See [Note [removed: A](#i1fc36697b7d24754bed7d34b61b3193e_94)] [added: A](#i97664d03bdbc402fa330a19b5868b4a6_97)] and [Note [removed: N](#i1fc36697b7d24754bed7d34b61b3193e_142)] [added: N](#i97664d03bdbc402fa330a19b5868b4a6_145)] to the Consolidated Financial Statements in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70)] of this Form 10-K for additional information.

See the table regarding the Company's principal facilities in [Part I, Item [removed: 1](#i1fc36697b7d24754bed7d34b61b3193e_13)] [added: 1](#i97664d03bdbc402fa330a19b5868b4a6_13)] (Business).

The number of holders of record of common stock was [removed: 8,883] [added: 8,656] as of February [removed: 12, 2024.][added: 10, 2025.]

The following graph compares the most recent five-year performance of the Company’s common stock with (1) the Standard & Poor’s (“S&P”) 500® Index, (2) the S&P 500® Industrials Index, a group of 78 companies categorized by Standard & Poor’s as active in the “industrials” market sector, and (3) the S&P [added: 500®] Aerospace & Defense Index, which comprises [added: Axon Enterprise, Inc.,] General Dynamics Corporation, [added: General Electric Company (operating as GE Aerospace),] Howmet Aerospace Inc., Huntington Ingalls Industries, [added: Inc.,] L3Harris Technologies, Inc., Lockheed Martin Corporation, Northrop Grumman Corporation, RTX Corporation, Textron Inc., The Boeing Company, and Transdigm Group [removed: Inc.][added: Incorporated.]

The graph assumes, in each case, an initial investment of $100 on December 31, [removed: 2018,] [added: 2019,] and the reinvestment of dividends.

The historical prices of the Company presented in the graph and table have been adjusted to reflect the impact of the April 2020 Arconic Inc. Separation [removed: Transaction.][added: Transaction by removing the estimated value of Arconic Corporation rather than reflecting the value of Arconic Corporation as a dividend as of April 1, 2020.]

[removed: ][added: ]

| As of December 31, | | | | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |

The following table presents information with respect to the Company’s open-market repurchases of its common stock during the quarter ended December 31, [removed: 2023:][added: 2024:]

[removed: (2)On August 18, 2021,] [added: The current Share Repurchase Program was authorized by] the [removed: Company announced that its] [added: Company’s] Board of Directors [removed: authorized a share repurchase program of up to] [added: on August 18, 2021 at] $1,500 [removed: million of] [added: million, which was increased by] the [removed: Company's outstanding common stock.][added: Board by $2,000 million on July 30, 2024.]

Under the Company’s [removed: share repurchase program (the “Share] [added: Share] Repurchase [removed: Program”),] [added: Program,] the Company may repurchase shares by means of trading plans established from time to time in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, block trades, private transactions, open market repurchases and/or accelerated share repurchase agreements or other derivative transactions.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| Howmet Aerospace Inc. | | | | | | | | | $ | 100.00 | | | | | $ | 121.11 | | | | | $ | 135.24 | | | | | $ | 167.93 | | | | | $ | 231.48 | | | | | $ | 469.20 | |

| S&P 500® Index | | | | | | | | | 100.00 | | | | | | 118.40 | | | | | | 152.39 | | | | | | 124.79 | | | | | | 157.59 | | | | | | 197.02 | | |

| S&P 500® Industrials Index | | | | | | | | | 100.00 | | | | | | 111.06 | | | | | | 134.52 | | | | | | 127.15 | | | | | | 150.20 | | | | | | 176.44 | | |

| S&P 500® Aerospace & Defense Index | | | | | | | | | 100.00 | | | | | | 83.94 | | | | | | 95.03 | | | | | | 111.54 | | | | | | 119.09 | | | | | | 136.24 | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

Supplemental Stock Performance Graph Beginning with Arconic Inc. Separation Transaction

In addition, the Company is providing the following supplemental graph which begins on April 1, 2020, the effective date of the Arconic Inc. Separation Transaction.

The graph compares the Company’s common stock performance from April 1, 2020 to December 31, 2024 with (1) the S&P 500® Index, (2) the S&P 500® Industrials Index and (3) the S&P 500® Aerospace & Defense Index.

The graph assumes, in each case, an initial investment of $100 on April 1, 2020, the date of the Arconic Inc. Separation Transaction and the reinvestment of dividends.

The historical prices of the Company presented in the graph and table have been adjusted to reflect the impact of the April 2020 Arconic Inc. Separation Transaction by removing the estimated value of Arconic Corporation rather than reflecting the value of Arconic Corporation as a dividend as of April 1, 2020.


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

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

| As of | | | | | | | | | 4/1/2020 | | | | | | 12/31/2020 | | | | | | 12/31/2021 | | | | | | 12/31/2022 | | | | | | 12/31/2023 | | | | | | 12/31/2024 | | |

| Howmet Aerospace Inc. | | | | | | | | | $ | 100.00 | | | | | $ | 216.21 | | | | | $ | 241.44 | | | | | $ | 299.80 | | | | | $ | 413.25 | | | | | $ | 837.65 | |

| S&P 500® Index | | | | | | | | | 100.00 | | | | | | 147.26 | | | | | | 189.53 | | | | | | 155.20 | | | | | | 196.00 | | | | | | 245.04 | | |

| S&P 500® Industrials Index | | | | | | | | | 100.00 | | | | | | 152.24 | | | | | | 184.39 | | | | | | 174.29 | | | | | | 205.89 | | | | | | 241.86 | | |

| S&P 500® Aerospace & Defense Index | | | | | | | | | 100.00 | | | | | | 126.52 | | | | | | 143.25 | | | | | | 168.13 | | | | | | 179.51 | | | | | | 205.36 | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| October 1 - October 31, 2024 | | | | | | 872,490 | | | | | | $ | 103.15 | | | | | 872,490 | | | | | | $ | 2,297 | |

| November 1 - November 30, 2024 | | | | | | 386,401 | | | | | | $ | 116.46 | | | | | 386,401 | | | | | | $ | 2,252 | |

| December 1 - December 31, 2024 | | | | | | 472,302 | | | | | | $ | 116.45 | | | | | 472,302 | | | | | | $ | 2,197 | |

| Total for quarter ended December 31, 2024 | | | | | | 1,731,193 | | | | | | $ | 109.75 | | | | | 1,731,193 | | | | | | | | |

(2)The Company has a share repurchase program (the “Share Repurchase Program”) that, after giving effect to the additional $50 million share repurchases made in January 2025 at an average price per share of $116.39, retiring approximately 0.4 million shares, has approximately $2,147 million in Board authorization remaining available as of January 31, 2025.

| Howmet Aerospace Inc. | | | | | | | | | $ | 100.00 | | | | | $ | 183.89 | | | | | $ | 222.71 | | | | | $ | 248.70 | | | | | $ | 308.80 | | | | | $ | 425.67 | |

| S&P 500® Index | | | | | | | | | 100.00 | | | | | | 131.49 | | | | | | 155.68 | | | | | | 200.37 | | | | | | 164.08 | | | | | | 207.21 | | |

| S&P 500® Industrials Index | | | | | | | | | 100.00 | | | | | | 129.37 | | | | | | 143.68 | | | | | | 174.02 | | | | | | 164.49 | | | | | | 194.31 | | |

| S&P Aerospace & Defense Index | | | | | | | | | 100.00 | | | | | | 130.33 | | | | | | 109.39 | | | | | | 123.86 | | | | | | 145.37 | | | | | | 155.21 | | |

| October 1 - October 31, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 797 | |

| November 1 - November 30, 2023 | | | | | | 381,400 | | | | | | $ | 52.44 | | | | | 381,400 | | | | | | $ | 777 | |

| December 1 - December 31, 2023 | | | | | | 1,531,335(3) | | | | | | $ | 52.54 | | | | | 1,522,813 | | | | | | $ | 697 | |

| Total for quarter ended December 31, 2023 | | | | | | 1,912,735 | | | | | | $ | 52.52 | | | | | 1,904,213 | | | | | | | | |

After giving effect to the share repurchases made through the fourth quarter of 2023, approximately $697 million Board authorization remained available as of January 1, 2024.

(3)Amount includes the surrender of 8,522 shares of Howmet common stock by a participant in the Company’s stock incentive plan to the Company to satisfy the exercise price and tax withholding obligations of employee stock options at the time of exercise.

These surrendered shares are not part of any Share Repurchase Programs.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| [Management’s Reports to Howmet [removed: Shareholders](#i1fc36697b7d24754bed7d34b61b3193e_70)] [added: Shareholders](#i97664d03bdbc402fa330a19b5868b4a6_73)] | | | [removed: [38](#i1fc36697b7d24754bed7d34b61b3193e_70)] [added: [38](#i97664d03bdbc402fa330a19b5868b4a6_73)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i1fc36697b7d24754bed7d34b61b3193e_73)] [added: Firm](#i97664d03bdbc402fa330a19b5868b4a6_76)] (PCAOB ID 238) | | | [removed: [39](#i1fc36697b7d24754bed7d34b61b3193e_73)] [added: [39](#i97664d03bdbc402fa330a19b5868b4a6_76)] | | |

| [Statement of Consolidated Operations for the Years Ended December 31, [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_76)[3](#i1fc36697b7d24754bed7d34b61b3193e_76)[, 202](#i1fc36697b7d24754bed7d34b61b3193e_76)[2](#i1fc36697b7d24754bed7d34b61b3193e_76)[,] [added: 2024, 2023,] and [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_76)[1](#i1fc36697b7d24754bed7d34b61b3193e_76)] [added: 2022](#i97664d03bdbc402fa330a19b5868b4a6_79)] | | | [removed: [41](#i1fc36697b7d24754bed7d34b61b3193e_76)] [added: [41](#i97664d03bdbc402fa330a19b5868b4a6_79)] | | |

| [Statement of Consolidated Comprehensive Income for the Years Ended December 31, [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_79)[3](#i1fc36697b7d24754bed7d34b61b3193e_79)[, 202](#i1fc36697b7d24754bed7d34b61b3193e_79)[2](#i1fc36697b7d24754bed7d34b61b3193e_79)[,] [added: 2024, 2023,] and [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_79)[1](#i1fc36697b7d24754bed7d34b61b3193e_79)] [added: 2022](#i97664d03bdbc402fa330a19b5868b4a6_82)] | | | [removed: [42](#i1fc36697b7d24754bed7d34b61b3193e_79)] [added: [42](#i97664d03bdbc402fa330a19b5868b4a6_82)] | | |

| [Consolidated Balance Sheet as of December 31, [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_82)[3](#i1fc36697b7d24754bed7d34b61b3193e_82) [and 202](#i1fc36697b7d24754bed7d34b61b3193e_82)[2](#i1fc36697b7d24754bed7d34b61b3193e_82)] [added: 2024 and 2023](#i97664d03bdbc402fa330a19b5868b4a6_85)] | | | [removed: [43](#i1fc36697b7d24754bed7d34b61b3193e_82)] [added: [43](#i97664d03bdbc402fa330a19b5868b4a6_85)] | | |

| [Statement of Consolidated Cash Flows for the Years Ended December 31, [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_85)[3](#i1fc36697b7d24754bed7d34b61b3193e_85)[, 202](#i1fc36697b7d24754bed7d34b61b3193e_85)[2](#i1fc36697b7d24754bed7d34b61b3193e_85)[,] [added: 2024, 2023,] and [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_85)[1](#i1fc36697b7d24754bed7d34b61b3193e_85)] [added: 2022](#i97664d03bdbc402fa330a19b5868b4a6_88)] | | | [removed: [44](#i1fc36697b7d24754bed7d34b61b3193e_85)] [added: [44](#i97664d03bdbc402fa330a19b5868b4a6_88)] | | |

| [Statement of Changes in Consolidated Equity for the Years Ended December 31, [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_88)[3](#i1fc36697b7d24754bed7d34b61b3193e_88)[, 202](#i1fc36697b7d24754bed7d34b61b3193e_88)[2](#i1fc36697b7d24754bed7d34b61b3193e_88)[,] [added: 2024, 2023,] and [removed: 202](#i1fc36697b7d24754bed7d34b61b3193e_88)[1](#i1fc36697b7d24754bed7d34b61b3193e_88)] [added: 2022](#i97664d03bdbc402fa330a19b5868b4a6_91)] | | | [removed: [45](#i1fc36697b7d24754bed7d34b61b3193e_88)] [added: [45](#i97664d03bdbc402fa330a19b5868b4a6_91)] | | |

| [Notes to the Consolidated Financial [removed: Statements](#i1fc36697b7d24754bed7d34b61b3193e_91)] [added: Statements](#i97664d03bdbc402fa330a19b5868b4a6_94)] | | | [removed: [46](#i1fc36697b7d24754bed7d34b61b3193e_91)] [added: [46](#i97664d03bdbc402fa330a19b5868b4a6_94)] | | |

Based on the assessment, management has concluded that the Company maintained effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria in *Internal Control—Integrated Framework* (2013) issued by the COSO.

The effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which is included herein.

We have audited the accompanying consolidated balance sheets of Howmet Aerospace Inc. and its subsidiaries (the “Company”) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of operations, of [added: comprehensive income, of] changes in equity, [removed: of comprehensive income] and of cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] 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 31, [removed: 2023,] [added: 2024,] 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 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

As described in Notes A and O to the consolidated financial statements, the Company’s consolidated goodwill balance was [removed: $4,035] [added: $4,010] million as of December 31, [removed: 2023,] [added: 2024,] and the amount of the goodwill associated with the Engineered Structures reporting unit was [removed: $304] [added: $303] million.

Goodwill is reviewed for impairment annually (in the fourth quarter) or more frequently if indicators of impairment [removed: exist.][added: exist or if a decision is made to sell or realign a business.]

The determination of fair value using this technique requires management to use significant estimates and assumptions related to forecasting operating cash flows, including sales growth, production [removed: costs, capital spending] [added: costs] and discount rate.

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

These procedures also included, among others (i) testing management’s process for determining the fair value of the reporting unit; (ii) evaluating the appropriateness of the discounted cash flow model; (iii) testing the completeness and accuracy of underlying data used in the model; and (iv) evaluating the reasonableness of the significant assumptions used by management related to sales [removed: growth, production costs,] [added: growth] and [removed: discount rate.][added: production costs.]

[removed: February 13, 2024][added: | 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| For the year ended December 31, | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Cost of goods sold (exclusive of expenses below) | | | [removed: 4,773] [added: 5,119] | | | | | | [removed: 4,103] [added: 4,773] | | | | | | [removed: 3,596] [added: 4,103] | | |

| Selling, general administrative, and other expenses | | | [removed: 333] [added: 347] | | | | | | [removed: 288] [added: 333] | | | | | | [removed: 251] [added: 288] | | |

| Research and development expenses | | | [removed: 36] [added: 33] | | | | | | [removed: 32] [added: 36] | | | | | | [removed: 17] [added: 32] | | |

| Provision for depreciation and amortization | | | [removed: 272] [added: 277] | | | | | | [removed: 265] [added: 272] | | | | | | [removed: 270] [added: 265] | | |

| Restructuring and other charges [removed: ([D](#i1fc36697b7d24754bed7d34b61b3193e_106))] | | | [removed: 23] [added: 21] | | | | | | [removed: 56] [added: 23] | | | | | | [removed: 90] [added: 56] | | |

| Operating income | | | [removed: 1,203] [added: 1,633] | | | | | | [removed: 919] [added: 1,203] | | | | | | [removed: 748] [added: 919] | | |

| Loss on debt redemption [removed: ([Q](#i1fc36697b7d24754bed7d34b61b3193e_151))] | | | [removed: 2] [added: (6)] | | | | | | [removed: 2] [added: (2)] | | | | | | [removed: 146] [added: (2)] | | |

| Interest expense, net [removed: ([E](#i1fc36697b7d24754bed7d34b61b3193e_109))] | | | [removed: 218] [added: (182)] | | | | | | [removed: 229] [added: (218)] | | | | | | [removed: 259] [added: (229)] | | |

| [removed: Other] [added: Total other] expense, net [removed: ([F](#i1fc36697b7d24754bed7d34b61b3193e_112))] | | | [removed: 8] [added: $] | [added: 62] | | | | | [removed: 82] [added: $] | [added: 8] | | | | | [removed: 19] [added: $] | [added: 82] | |

| Income before income taxes | | | [removed: 975] [added: 1,383] | | | | | | [removed: 606] [added: 975] | | | | | | [removed: 324] [added: 606] | | |

| Provision for income taxes [removed: ([H](#i1fc36697b7d24754bed7d34b61b3193e_121))] [added: ([H](#i97664d03bdbc402fa330a19b5868b4a6_124))] | | | [removed: 210] [added: 228] | | | | | | [removed: 137] [added: 210] | | | | | | [removed: 66] [added: 137] | | |

| Net income | | | $ | [removed: 765] [added: 1,155] | | | | | $ | [removed: 469] [added: 765] | | | | | $ | [removed: 258] [added: 469] | |

| Amounts Attributable to Howmet Aerospace Inc. Common Shareholders [removed: ([J](#i1fc36697b7d24754bed7d34b61b3193e_130)):] [added: ([J](#i97664d03bdbc402fa330a19b5868b4a6_133)):] | | | | | | | | | | | | | | | | | |

| Net income | | | $ | [removed: 763] [added: 1,153] | | | | | $ | [removed: 467] [added: 763] | | | | | $ | [removed: 256] [added: 467] | |

| Basic | | | $ | [removed: 1.85] [added: 2.83] | | | | | $ | [removed: 1.12] [added: 1.85] | | | | | $ | [removed: 0.60] [added: 1.12] | |

| Diluted | | | $ | [removed: 1.83] [added: 2.81] | | | | | $ | [removed: 1.11] [added: 1.83] | | | | | $ | [removed: 0.59] [added: 1.11] | |

| Average Shares Outstanding [removed: ([I](#i1fc36697b7d24754bed7d34b61b3193e_124)):] [added: ([I](#i97664d03bdbc402fa330a19b5868b4a6_127)):] | | | | | | | | | | | | | | | | | |

| Basic | | | [removed: 412] [added: 408] | | | | | | [removed: 416] [added: 412] | | | | | | [removed: 430] [added: 416] | | |

| Diluted | | | [removed: 416] [added: 410] | | | | | | [removed: 421] [added: 416] | | | | | | [removed: 435] [added: 421] | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| Sales ([C](#i97664d03bdbc402fa330a19b5868b4a6_106)) | | | $ | 7,430 | | | | | $ | 6,640 | | | | | $ | 5,663 | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| Other receivables ([L](#i97664d03bdbc402fa330a19b5868b4a6_139)) | | | 20 | | | | | | 17 | | |

| Inventories ([M](#i97664d03bdbc402fa330a19b5868b4a6_142)) | | | 1,840 | | | | | | 1,765 | | |

| Goodwill ([A](#i97664d03bdbc402fa330a19b5868b4a6_97) and [O](#i97664d03bdbc402fa330a19b5868b4a6_148)) | | | 4,010 | | | | | | 4,035 | | |

| Intangibles, net ([O](#i97664d03bdbc402fa330a19b5868b4a6_148)) | | | 475 | | | | | | 505 | | |

| Preferred stock ([I](#i97664d03bdbc402fa330a19b5868b4a6_127)) | | | 55 | | | | | | 55 | | |

| Common stock ([I](#i97664d03bdbc402fa330a19b5868b4a6_127)) | | | 405 | | | | | | 410 | | |

| Additional capital ([I](#i97664d03bdbc402fa330a19b5868b4a6_127)) | | | 3,206 | | | | | | 3,682 | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| Net income | | | $ | 1,155 | | | | | $ | 765 | | | | | $ | 469 | |

| Loss on debt redemption ([Q](#i97664d03bdbc402fa330a19b5868b4a6_154)) | | | 6 | | | | | | 2 | | | | | | 2 | | |

| Additions to debt ([Q](#i97664d03bdbc402fa330a19b5868b4a6_154)) | | | 500 | | | | | | 400 | | | | | | — | | |

| Dividends paid to shareholders ([I](#i97664d03bdbc402fa330a19b5868b4a6_127)) | | | (109) | | | | | | (73) | | | | | | (44) | | |

| Acquisitions, net of cash acquired | | | (5) | | | | | | — | | | | | | — | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| Balance at December 31, 2024 | | | $ | 55 | | | | | $ | 405 | | $ | 3,206 | | $ | 2,766 | | | | | $ | (1,878) | | | | | $ | 4,554 | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The impact of these changes, including the macroeconomic considerations, remains highly uncertain.

We expect our commercial aerospace wide body and narrow body demand, including engine spares, also to continue to grow.

Quality control issues at The Boeing Company (“Boeing”) have had and are expected to continue to have a negative impact on narrow body and wide body production rates in the near term.

For instance, the Federal Aviation Administration stated that it will not approve production rate increases above 38 aircraft per month or additional production lines for the Boeing 737 MAX until it is satisfied that Boeing is in full compliance with required quality control procedures.

In addition, a labor union work stoppage and ensuing production restart at Boeing has negatively impacted results.

Boeing production levels have had and are expected to have a material impact on the financial performance of Howmet.

LIFO is used for inventory valuation for certain of the U.S. locations in the Engine Products, Engineered Structures, and Forged Wheels segments, See [Note M](#i97664d03bdbc402fa330a19b5868b4a6_142) for further details.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The adoption of this new disclosure is reflected in [Note C](#i97664d03bdbc402fa330a19b5868b4a6_106) of the Consolidated Financial Statements.

The adoption of this new disclosure is reflected in [Note S](#i97664d03bdbc402fa330a19b5868b4a6_163) of the Consolidated Financial Statements.

In November 2024, the FASB issued guidance to improve disclosures about an entity’s expenses including more detailed information about the components of expenses in commonly presented expense captions.

These changes become effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The Company’s CODM considers forecast-to-actual variances for Segment Adjusted EBITDA when allocating resources across the Company’s reportable segments.

Fair value is estimated by management using a discounted cash flow model.

Professionals with specialized skill and knowledge were used to assist in the evaluation of the discounted cash flow model and the evaluation of the reasonableness of the discount rate significant assumption.

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

| Sales ([C](#i1fc36697b7d24754bed7d34b61b3193e_103)) | | | $ | 6,640 | | | | | $ | 5,663 | | | | | $ | 4,972 | |

| Other receivables ([L](#i1fc36697b7d24754bed7d34b61b3193e_136)) | | | 17 | | | | | | 31 | | |

| Inventories ([M](#i1fc36697b7d24754bed7d34b61b3193e_139)) | | | 1,765 | | | | | | 1,609 | | |

| Goodwill ([A](#i1fc36697b7d24754bed7d34b61b3193e_94) and [O](#i1fc36697b7d24754bed7d34b61b3193e_145)) | | | 4,035 | | | | | | 4,013 | | |

| Intangibles, net ([O](#i1fc36697b7d24754bed7d34b61b3193e_145)) | | | 505 | | | | | | 521 | | |

| Preferred stock ([I](#i1fc36697b7d24754bed7d34b61b3193e_124)) | | | 55 | | | | | | 55 | | |

| Common stock ([I](#i1fc36697b7d24754bed7d34b61b3193e_124)) | | | 410 | | | | | | 412 | | |

| Additional capital ([I](#i1fc36697b7d24754bed7d34b61b3193e_124)) | | | 3,682 | | | | | | 3,947 | | |

| Additions to debt ([Q](#i1fc36697b7d24754bed7d34b61b3193e_151)) | | | 400 | | | | | | — | | | | | | 700 | | |

| Dividends paid to shareholders ([I](#i1fc36697b7d24754bed7d34b61b3193e_124)) | | | (73) | | | | | | (44) | | | | | | (19) | | |

| Proceeds from the sale of securities | | | 2 | | | | | | — | | | | | | 6 | | |

| Cash receipts from sold receivables ([L](#i1fc36697b7d24754bed7d34b61b3193e_136)) | | | — | | | | | | — | | | | | | 267 | | |

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

| Balance at December 31, 2020 | | | $ | 55 | | | | | $ | 433 | | $ | 4,668 | | $ | 364 | | | | | $ | (1,943) | | | | | $ | 3,577 | |

We expect commercial aerospace wide body demand to grow faster than narrow body demand on a production percentage basis.

is released.

As of December 31, 2023, Howmet has no businesses that are classified as discontinued operations or held for sale.

On January 1, 2021, the Company adopted changes issued by the FASB that were intended to simplify various aspects of accounting for income taxes by eliminating certain exceptions contained in existing guidance and amending other guidance to simplify several other income tax accounting matters.

The adoption of this new guidance did not have a material impact on the Consolidated Financial Statements.

In March 2020, the FASB issued amendments that provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform, if certain criteria are met.

The amendments apply only to contracts and hedging relationships that reference London Inter-bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued due to reference rate reform.

These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022.

In December 2022, the FASB deferred the sunset date to December 31, 2024.

The Company has amended its agreements in accordance with the new guidance (See [Note L](#i1fc36697b7d24754bed7d34b61b3193e_136) and [Note Q](#i1fc36697b7d24754bed7d34b61b3193e_151)).

Management has concluded that the impact of these changes did not have a material impact on the Consolidated Financial Statements.

Prior to the first quarter of 2022, the Company used Segment operating profit as its primary measure of performance.

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Third-party sales | | | $ | 2,282 | | | | | $ | 1,044 | | | | | $ | 725 | | | | | $ | 921 | | | | | $ | 4,972 | |

| Total sales | | | $ | 2,286 | | | | | $ | 1,044 | | | | | $ | 731 | | | | | $ | 921 | | | | | $ | 4,982 | |

| Segment Adjusted EBITDA | | | $ | 564 | | | | | $ | 239 | | | | | $ | 103 | | | | | $ | 294 | | | | | $ | 1,200 | |

| Total assets | | | 4,663 | | | | | | 2,635 | | | | | | 1,280 | | | | | | 684 | | | | | | 9,262 | | |

| Sales: | | | | | | | | | | | | | | | | | |

| Total segment sales | | | $ | 6,656 | | | | | $ | 5,673 | | | | | $ | 4,982 | |

| Elimination of inter-segment sales | | | (16) | | | | | | (10) | | | | | | (10) | | |

| Consolidated sales | | | $ | 6,640 | | | | | $ | 5,663 | | | | | $ | 4,972 | |

See [Note L](#i1fc36697b7d24754bed7d34b61b3193e_136) for further details.

| | | | $ | 2,456 | | | | | $ | 2,443 | |

Management’s Report on Internal Control over Financial Reporting is included in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70)] of this Form 10-K beginning on page [removed: [38](#i1fc36697b7d24754bed7d34b61b3193e_70).][added: [38](#i97664d03bdbc402fa330a19b5868b4a6_73).]

The effectiveness of Howmet’s internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which is included in [Part II, Item [removed: 8](#i1fc36697b7d24754bed7d34b61b3193e_67)] [added: 8](#i97664d03bdbc402fa330a19b5868b4a6_70)] of this Form 10-K on page [removed: [39](#i1fc36697b7d24754bed7d34b61b3193e_73).][added: [39](#i97664d03bdbc402fa330a19b5868b4a6_76).]

There have been no changes in internal control over financial reporting during the fourth quarter of [removed: 2023,] [added: 2024,] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

*Rule 105b5-1 Trading Plans.* During the three months ended December 31, [removed: 2023,] [added: 2024,] none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K.

The Company has an Insider Trading Policy governing the purchase, sale, and/or other dispositions of our securities by our directors, officers, employees and other covered persons, as well as by Howmet itself, that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations, and applicable listing standards.

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

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

The following table gives information about Howmet’s common stock that could be issued under the Company’s equity compensation plans as of December 31, [removed: 2023:][added: 2024:]

(1) [removed: Includes] [added: Equity compensation plans approved by security holders includes] the 2013 Howmet Aerospace Stock Incentive Plan, as Amended and Restated (approved by shareholders in May [added: 2024, May] 2019, May 2018, May 2016 and May 2013) (the “2013 Plan”).

Up to [removed: 66,666,667] [added: 66,666,666] shares may be issued under the plan.

The information required by Item 403 of Regulation S-K is contained under the captions [removed: “Howmet Aerospace Stock Ownership—Stock] [added: “Stock] Ownership [added: Information—Stock Ownership] of Certain Beneficial Owners” and [removed: “Howmet Aerospace Stock Ownership—Stock] [added: “Stock] Ownership [added: Information—Stock Ownership] of Directors and Executive Officers” of the Proxy Statement and is incorporated by reference.

| Equity compensation plans approved by security holders(1) | | | | | | 2,286,559(1) | | | | | | $ | 20.98 | | | | | 19,641,999(2) | | |

| Total | | | | | | 2,286,559 | | | | | | $ | 20.98 | | | | | 19,641,999 | | |

- 146,308 stock options;

- 1,508,395 restricted share units; and

- 631,856 performance share awards (275,047 granted in 2024 at target).

| Equity compensation plans approved by security holders(1) | | | | | | 3,521,012(1) | | | | | | $ | 22.67 | | | | | 21,349,015(2) | | |

| Total | | | | | | 3,521,012 | | | | | | $ | 22.67 | | | | | 21,349,015 | | |

- 484,865 stock options

- 2,468,017 restricted share units

- 568,130 performance share awards (185,855 granted in 2023 at target)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| [removed: [2(a)](http://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex21.htm)] [added: [2(a)](https://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex21.htm)] | | | | | | Separation and Distribution Agreement, dated as of October 31, 2016, by and between Arconic Inc. and Alcoa Corporation, incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K dated November 4, 2016. | | |

| [removed: [2(b)](http://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex23.htm)] [added: [2(b)](https://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex23.htm)] | | | | | | Tax Matters Agreement, dated as of October 31, 2016, by and between Arconic Inc. and Alcoa Corporation, incorporated by reference to Exhibit 2.3 to the Company’s Current Report on Form 8-K dated November 4, 2016. | | |

| [removed: [2(c)](http://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex24.htm)] [added: [2(c)](https://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex24.htm)] | | | | | | Employee Matters Agreement, dated as of October 31, 2016, by and between Arconic Inc. and Alcoa Corporation, incorporated by reference to Exhibit 2.4 to the Company’s Current Report on Form 8-K dated November 4, 2016. | | |

| [removed: [2(c)(1)](http://www.sec.gov/Archives/edgar/data/4281/000119312517062657/d293282dex2e1.htm)] [added: [2(c)(1)](https://www.sec.gov/Archives/edgar/data/4281/000119312517062657/d293282dex2e1.htm)] | | | | | | Amendment No. 1, dated December 13, 2016, to Employee Matters Agreement, dated as of October 31, 2016, by and between Arconic Inc. and Alcoa Corporation, incorporated by reference to Exhibit 2(e)(1) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. | | |

| [removed: [2(d)](http://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex25.htm)] [added: [2(d)](https://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex25.htm)] | | | | | | Alcoa Corporation to Arconic Inc. Patent, Know-How, and Trade Secret License Agreement, dated as of October 31, 2016, by and between Alcoa USA Corp. and Arconic Inc., incorporated by reference to Exhibit 2.5 to the Company’s Current Report on Form 8-K dated November 4, 2016. | | |

| [removed: [2(d)(1)](http://www.sec.gov/Archives/edgar/data/4281/000000428122000004/exhibit2d1.htm)] [added: [2(d)(1)](https://www.sec.gov/Archives/edgar/data/4281/000000428122000004/exhibit2d1.htm)] | | | | | | First Amendment, effective as of November 1, 2016, to the Patent, Know-How and Trade Secret License Agreement by and between Alcoa USA Corp. and Arconic Inc., incorporated by reference to Exhibit 2(d)(1) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. | | |

| [removed: [2(d)(2)](http://www.sec.gov/Archives/edgar/data/4281/000000428122000004/exhibit2d2.htm)] [added: [2(d)(2)](https://www.sec.gov/Archives/edgar/data/4281/000000428122000004/exhibit2d2.htm)] | | | | | | Second Amendment, effective as of October 18, 2021, to the Patent, Know-How and Trade Secret License Agreement by and between Alcoa USA Corp. and Arconic Inc., incorporated by reference to Exhibit 2(d)(2) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. | | |

| [removed: [2(e)](http://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex26.htm)] [added: [2(e)](https://www.sec.gov/Archives/edgar/data/4281/000119312516760363/d265925dex26.htm)] | | | | | | Arconic Inc. to Alcoa Corporation Patent, Know-How, and Trade Secret License Agreement, dated as of October 31, 2016, by and between Arconic Inc. and Alcoa USA Corp., incorporated by reference to Exhibit 2.6 to the Company’s Current Report on Form 8-K dated November 4, 2016. | | |

| [removed: [2(f)](http://www.sec.gov/Archives/edgar/data/4281/000119312517245098/d366625dex2.htm)] [added: [2(f)](https://www.sec.gov/Archives/edgar/data/4281/000119312517245098/d366625dex2.htm)] | | | | | | Amended and Restated Alcoa Corporation to Arconic Inc. Trademark License Agreement, dated as of June 25, 2017, by and between Alcoa USA Corp. and Arconic Inc., incorporated by reference to Exhibit 2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017. | | |

| [removed: [2(g)](http://www.sec.gov/Archives/edgar/data/4281/000114420418000704/tv482506_ex2-1.htm)] [added: [2(g)](https://www.sec.gov/Archives/edgar/data/4281/000114420418000704/tv482506_ex2-1.htm)] | | | | | | Agreement and Plan of Merger, dated October 12, 2017, by and between Arconic Inc., a Pennsylvania corporation, and Arconic Inc., a Delaware corporation, incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K dated January 4, 2018. | | |

| [removed: [2(h)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-1.htm)] [added: [2(h)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-1.htm)] | | | | | | Separation and Distribution Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(i)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-2.htm)] [added: [2(i)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-2.htm)] | | | | | | Tax Matters Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2.2 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(j)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-3.htm)] [added: [2(j)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-3.htm)] | | | | | | Employee Matters Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2.3 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(j)(1)](http://www.sec.gov/Archives/edgar/data/4281/000110465920045669/tm2015677d1_ex2-1.htm)] [added: [2(j)(1)](https://www.sec.gov/Archives/edgar/data/4281/000110465920045669/tm2015677d1_ex2-1.htm)] | | | | | | First Amendment to Employee Matters Agreement, dated as of April 10, 2020, by and between Howmet Aerospace Inc. and Arconic Corporation, incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on April 13, 2020. | | |

| [removed: [2(k)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-4.htm)] [added: [2(k)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-4.htm)] | | | | | | Patent, Know-How, and Trade Secret License Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2.4 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(k)(1)](http://www.sec.gov/Archives/edgar/data/4281/000000428122000004/exhibit2m1.htm)] [added: [2(k)(1)](https://www.sec.gov/Archives/edgar/data/4281/000000428122000004/exhibit2m1.htm)] | | | | | | Amendment No. 1, effective as of August 25, 2020, to Patent, Know-How, and Trade Secret License Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2(m)(1) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. | | |

| [removed: [2(l)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-5.htm)] [added: [2(l)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-5.htm)] | | | | | | Patent, Know-How, and Trade Secret License Agreement, dated as of March 31, 2020, by and between Arconic Rolled Products Corporation and Arconic Inc., incorporated by reference to Exhibit 2.5 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(m)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-6.htm)] [added: [2(m)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-6.htm)] | | | | | | Trademark License Agreement, dated as of March 31, 2020, by and between Arconic Rolled Products Corporation and Arconic Inc., incorporated by reference to Exhibit 2.6 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(n)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-7.htm)] [added: [2(n)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-7.htm)] | | | | | | Trademark License Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2.7 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(o)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-8.htm)] [added: [2(o)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-8.htm)] | | | | | | Master Agreement for Product Supply, dated as of March 31, 2020, by and between Arconic Massena LLC, Arconic Lafayette LLC, Arconic Davenport LLC and Arconic Inc., incorporated by reference to Exhibit 2.8 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(p)](http://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-9.htm)] [added: [2(p)](https://www.sec.gov/Archives/edgar/data/4281/000110465920043824/tm2015094d1_ex2-9.htm)] | | | | | | Second Supplemental Tax and Project Certificate and Agreement, effective as of April 1, 2020, by and among Arconic Inc., Arconic Davenport LLC and Arconic Rolled Products Corporation, incorporated by reference to Exhibit 2.9 to the Company's Current Report on Form 8-K filed on April 6, 2020. | | |

| [removed: [2(q)](http://www.sec.gov/Archives/edgar/data/4281/000000428123000004/exhibit2q.htm)] [added: [2(q)](https://www.sec.gov/Archives/edgar/data/4281/000000428123000004/exhibit2q.htm)] | | | | | | Third Supplemental Tax and Project Certificate and Agreement, effective as of January 1, 2023, by and among Howmet Aerospace Inc., Arconic US LLC and Arconic Corporation, incorporated by reference to Exhibit 2(q) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. | | |

| [removed: [2(r)](http://www.sec.gov/Archives/edgar/data/4281/000000428121000049/ex2t-kofemmetalsupplyagree.htm)] [added: [2(r)](https://www.sec.gov/Archives/edgar/data/4281/000000428121000049/ex2t-kofemmetalsupplyagree.htm)] | | | | | | Metal Supply & Tolling Agreement by and between Arconic-Köfém Mill Products Hungary Kft and Arconic-Köfém Kft, dated January 1, 2020, incorporated by reference to Exhibit 2(t) to the Company's Annual Report on Form 10-K for the year ended December 31, 2020. | | |

| [removed: [3(a)](http://www.sec.gov/Archives/edgar/data/4281/000000428121000049/ex3a-20_hwmaerocertofincor.htm)] [added: [3(a)](https://www.sec.gov/Archives/edgar/data/4281/000000428121000049/ex3a-20_hwmaerocertofincor.htm)] | | | | | | Certificate of Incorporation of Howmet Aerospace Inc., a Delaware corporation, incorporated by reference to Exhibit 3(a) to the Company's Annual Report on Form 10-K for the year ended December 31, 2020. | | |

| [removed: [3(b)](http://www.sec.gov/Archives/edgar/data/4281/000000428121000049/ex3b-21_hwmaerodebylawsxef.htm)] [added: [3(b)](https://www.sec.gov/Archives/edgar/data/4281/000000428121000049/ex3b-21_hwmaerodebylawsxef.htm)] | | | | | | Bylaws of Howmet Aerospace Inc., a Delaware corporation, incorporated by reference to Exhibit 3(b) to the Company's Annual Report on Form 10-K for the year ended December 31, 2020. | | |

| [removed: [4(a)](http://www.sec.gov/Archives/edgar/data/4281/000114420418000704/tv482506_ex4-1.htm)] [added: [4(a)](https://www.sec.gov/Archives/edgar/data/4281/000114420418000704/tv482506_ex4-1.htm)] | | | | | | Form of Certificate for Shares of Common Stock of Howmet Aerospace Inc. (formerly known as Arconic Inc.), a Delaware corporation, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated January 4, 2018. | | |

| [removed: [4(c)(1)](http://www.sec.gov/Archives/edgar/data/4281/000119312507012549/dex994.htm)] [added: [4(c)(1)](https://www.sec.gov/Archives/edgar/data/4281/000119312507012549/dex994.htm)] | | | | | | First Supplemental Indenture, dated as of January 25, 2007, between Alcoa Inc. and The Bank of New York Trust Company, N.A., as successor to J.P. Morgan Trust Company, National Association (formerly Chase Manhattan Trust Company, National Association), as successor Trustee to PNC Bank, National Association, as Trustee, incorporated by reference to Exhibit 99.4 to the Company’s Current Report on Form 8-K dated January 25, 2007. | | |

| [removed: [4(c)(2)](http://www.sec.gov/Archives/edgar/data/4281/000119312508150914/dex4c.htm)] [added: [4(c)(2)](https://www.sec.gov/Archives/edgar/data/4281/000119312508150914/dex4c.htm)] | | | | | | Second Supplemental Indenture, dated as of July 15, 2008, between Alcoa Inc. and The Bank of New York Mellon Trust Company, N.A., as successor in interest to J. P. Morgan Trust Company, National Association (formerly Chase Manhattan Trust Company, National Association, as successor to PNC Bank, National Association), as Trustee, incorporated by reference to Exhibit 4(c) to the Company’s Current Report on Form 8-K dated July 15, 2008. | | |

| [removed: [4(c)(3)](http://www.sec.gov/Archives/edgar/data/4281/000114420418000704/tv482506_ex4-3.htm)] [added: [4(c)(3)](https://www.sec.gov/Archives/edgar/data/4281/000114420418000704/tv482506_ex4-3.htm)] | | | | | | Fourth Supplemental Indenture, dated as of December 31, 2017, between Arconic Inc., a Pennsylvania corporation, Arconic Inc., a Delaware corporation, and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K dated January 4, 2018. | | |

| [removed: [4(c)(4)](http://www.sec.gov/Archives/edgar/data/4281/000110465920047232/tm2015834d1_ex4e.htm)] [added: [4(c)(4)](https://www.sec.gov/Archives/edgar/data/4281/000110465920047232/tm2015834d1_ex4e.htm)] | | | | | | Fifth Supplemental Indenture, dated as of April 16, 2020, between Howmet Aerospace Inc., a Delaware corporation, and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4(e) to the Company’s Registration Statement on Form S-3 (Registration Statement No. 333-237705) dated April 16, 2020. | | |

| [removed: [4(d)](http://www.sec.gov/Archives/edgar/data/4281/000000428118000042/ex4d_2017.htm)] [added: [4(d)](https://www.sec.gov/Archives/edgar/data/4281/000000428118000042/ex4d_2017.htm)] | | | | | | Form of 6.75% Bonds Due 2028, incorporated by reference to Exhibit 4(d) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. | | |

| [removed: [4(e)](http://www.sec.gov/Archives/edgar/data/4281/000119312509029469/dex4e.htm)] [added: [4(e)](https://www.sec.gov/Archives/edgar/data/4281/000119312509029469/dex4e.htm)] | | | | | | Form of 5.90% Notes Due 2027, incorporated by reference to Exhibit 4(e) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008. | | |

| [removed: [4(f)](http://www.sec.gov/Archives/edgar/data/4281/000119312509029469/dex4f.htm)] [added: [4(f)](https://www.sec.gov/Archives/edgar/data/4281/000119312509029469/dex4f.htm)] | | | | | | Form of 5.95% Notes Due 2037, incorporated by reference to Exhibit 4(f) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008. | | |

| [removed: [4(g)](http://www.sec.gov/Archives/edgar/data/4281/000119312514348595/d792572dex45.htm)] [added: [4(g)](https://www.sec.gov/Archives/edgar/data/4281/000110465921112046/tm2126680d1_ex4-6.htm)] | | | | | | Form of [removed: 5.125%] [added: 3.000%] Notes [removed: Due 2024,] [added: due 2029,] incorporated by reference to Exhibit [removed: 4.5] [added: 4.6] to the Company’s Current Report on Form 8-K dated September [removed: 22, 2014.] [added: 1, 2021.] | | |

| [removed: [4(h)](http://www.sec.gov/Archives/edgar/data/4281/000110465920051029/tm2016823d1_ex4-6.htm)] [added: [4](https://www.sec.gov/Archives/edgar/data/4281/000110465924091994/tm2421086d3_ex4-6.htm)[(h)](https://www.sec.gov/Archives/edgar/data/4281/000110465924091994/tm2421086d3_ex4-6.htm)] | | | | | | Form of [removed: 6.875%] [added: 4.850%] Notes due [removed: 2025,] [added: 2031,] incorporated by reference to Exhibit 4.6 to the [removed: Company’s] [added: Company's] Current Report on Form 8-K [removed: dated April 24, 2020.] [added: filed on August 22, 2024.] | | |

| [removed: [4(j)](http://www.sec.gov/Archives/edgar/data/4281/000000428120000038/ex4p4q19.htm)] [added: [4(](https://www.sec.gov/Archives/edgar/data/4281/000000428120000038/ex4p4q19.htm)[i](https://www.sec.gov/Archives/edgar/data/4281/000000428120000038/ex4p4q19.htm)[)](https://www.sec.gov/Archives/edgar/data/4281/000000428120000038/ex4p4q19.htm)] | | | | | | Description of [removed: Arconic Inc.'s] [added: Company] Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, incorporated by reference to Exhibit 4(p) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. | | |

| [10(b)](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10b.htm) | | | | | | Term Loan Agreement, dated as of November 22, 2023, among Howmet Aerospace Inc, the lenders named therein, and Truist Bank, as administrative agent and syndication [removed: agent.] [added: agent, incorporated by reference to Exhibit 10(b) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.] | | |

| [10(c)](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10c.htm) | | | | | | Term Loan Agreement, dated as of November 22, 2023, among Howmet Aerospace Inc, the lenders named therein, and Sumitomo Mitsui Banking Corporation, as administrative [removed: agent.] [added: agent, incorporated by reference to Exhibit 10(c) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.] | | |

| [removed: [10(d)](http://www.sec.gov/Archives/edgar/data/4281/000119312517178102/d390081dex101.htm)] [added: [10(d)](https://www.sec.gov/Archives/edgar/data/4281/000119312517178102/d390081dex101.htm)] | | | | | | Settlement Agreement, dated as of May 22, 2017, by and among Elliott Associates, L.P., Elliott International, L.P., Elliott International Capital Advisors Inc. and Arconic Inc., incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 22, 2017 (reporting an event on May 21, 2017). | | |

| [removed: [10(e)](http://www.sec.gov/Archives/edgar/data/4281/000114420417064339/tv481678_ex10-1.htm)] [added: [10(e)](https://www.sec.gov/Archives/edgar/data/4281/000114420417064339/tv481678_ex10-1.htm)] | | | | | | Letter Agreement, by and among Arconic Inc. and Elliott Associates, L.P., Elliott International, L.P. and Elliott International Capital Advisors Inc., dated as of December 19, 2017, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December 19, 2017. | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| [10(f)(3)](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10f3.htm) | | | | | | Third Amendment to the Howmet Aerospace Hourly Retirement Savings Plan, as Amended and Restated, incorporated by reference to Exhibit 10(f)(3) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. | | |

| [10(f)(4)](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10f4.htm) | | | | | | Fourth Amendment to the Howmet Aerospace Hourly Retirement Savings Plan, as Amended and Restated, incorporated by reference to Exhibit 10(f)(4) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. | | |

| [10](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10g2.htm)[(g)(2)](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10g2.htm) | | | | | | Second Amendment to the Howmet Aerospace Salaried Retirement Savings Plan, as Amended and Restated, incorporated by reference to Exhibit 10(g)(2) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| [10(ee)(1)](https://www.sec.gov/Archives/edgar/data/4281/000000428125000011/exhibit10ee1.htm) | | | | | | Restricted Share Unit Retention Award Agreement with Neil E. Marchuk, dated as of October 21, 2024 | | |

| [10(hh)](https://www.sec.gov/Archives/edgar/data/4281/000110465924066103/tm2415794d1_ex10-1.htm) | | | | | | Howmet Aerospace Stock Incentive Plan, as Amended and Restated, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 29, 2024. | | |

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| [10(tt)(1)](https://www.sec.gov/Archives/edgar/data/4281/000000428125000011/exhibit10tt1.htm) | | | | | | Form of Special Retention Award Agreement. | | |

| [19](https://www.sec.gov/Archives/edgar/data/4281/000000428125000011/ex19_4q24.htm) | | | | | | Howmet Aerospace Insider Trading Policy. | | |

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[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)

| [4(i)](http://www.sec.gov/Archives/edgar/data/4281/000110465921112046/tm2126680d1_ex4-6.htm) | | | | | | Form of 3.000% Notes due 2029, incorporated by reference to Exhibit 4.6 to the Company’s Current Report on Form 8-K dated September 1, 2021. | | |

| [10(hh)](https://www.sec.gov/Archives/edgar/data/4281/000000428124000007/exhibit10hh.htm) | | | | | | 2013 Howmet Aerospace Stock Incentive Plan, as Amended and Restated. | | |

| February 13, [removed: 2024] [added: 2025] | | | By | | | /s/ Barbara L. Shultz | | |

| /s/ John C. Plant | | | | | | February 13, [removed: 2024] [added: 2025] | | |

| /s/ Ken Giacobbe | | | | | | February 13, [removed: 2024] [added: 2025] | | |

Smith, each as a Director, on February 13, [removed: 2024,] [added: 2025,] by Barbara L.

[Table](#i97664d03bdbc402fa330a19b5868b4a6_7) [](#i97664d03bdbc402fa330a19b5868b4a6_7)[of](#i97664d03bdbc402fa330a19b5868b4a6_7) [Contents](#i97664d03bdbc402fa330a19b5868b4a6_7)