Howmet Aerospace HWM

Howmet Aerospace reports $567M net income for Q3 2026

Form
10-Q
Filed
Importance
Notable
  1. Revenue of $2.7 billion for the three months ended Sep 30, 2026
  2. Net income of $567 million for the three months ended Sep 30, 2026
  3. Diluted EPS of $1.42 for the three months ended Sep 30, 2026
  4. Cash and equivalents of $507 million at Sep 30, 2026

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What changed

3 changes since the June 2026 10-Q

Compared with the 10-Q 0000004281-26-000025, filed Aug 6, 2026.

  1. New Legal proceedings

    New legal mention

    See Note I regarding an increase in share repurchase authorization by the Company s Board of Directors.

    From the filings

    Now

    See Note I regarding an increase in share repurchase authorization by the Company s Board of Directors.
  2. Changed Financial statements

    Cash down 9.9% from Jun 30

    $507M, was $563M.

    From the filings

    Before

    $563M

    Now

    $507M
  3. Changed Financial statements

    Net income up 6.2% from Jun 30

    $567M, was $534M.

    From the filings

    Before

    $534M

    Now

    $567M
Show the redline

Section by section. Added words and removed words against the earlier filing.

Cover page 2 changes

3 unchanged paragraphs

For the Quarterly Period Ended June September 30, 2026

18 unchanged paragraphs

As of August 3, October 26, 2026, there were 398,801,399 397,660,490 shares of common stock, par value $1.00 per share, of the registrant outstanding.

Financial statements 113 changes

3 unchanged paragraphs

Second quarter ended Six months ended

Research and development expenses 8 9 17 17

Operating income 711 521 1,464 1,015

Interest expense, net 51 38 94 77

Third quarter ended Nine months ended

September 30, September 30,

Cost of goods sold (exclusive of expenses below) 1,596 1,700 1,365 3,055 2,655 4,755 4,020

Selling, general administrative, and other expenses 148 89 259 174 120 100 379 274

Research and development expenses 11 10 28 27

Provision for depreciation and amortization 84 69 158 138 93 72 251 210

Restructuring and other charges (credits) ( E )

Operating income 777 542 2,241 1,557

Interest expense, net 48 37 142 114

1 unchanged paragraph

Income before income taxes 649 469 1,357 915

Income before income taxes 721 495 2,078 1,410

1 unchanged paragraph

Net income $ 534 $ 407 $ 1,114 $ 751

Net income $ 567 $ 385 $ 1,681 $ 1,136

1 unchanged paragraph

Net income $ 534 $ 407 $ 1,114 $ 750

Basic $ 1.33 $ 1.01 $ 2.78 $ 1.85

Diluted $ 1.33 $ 1.00 $ 2.77 $ 1.84

Net income $ 567 $ 384 $ 1,681 $ 1,134

Basic $ 1.42 $ 0.96 $ 4.20 $ 2.81

Diluted $ 1.42 $ 0.95 $ 4.18 $ 2.79

1 unchanged paragraph

Basic 400 404 400 404

Diluted 402 406 402 407

Basic 398 403 400 404

Diluted 400 405 402 406

3 unchanged paragraphs

Second quarter ended Six months ended

Net income $ 534 $ 407 $ 1,114 $ 751

Foreign currency translation adjustments ( 10 ) 117 ( 42 ) 162

Total Other comprehensive (loss) income, net of tax ( 6 ) 81 ( 24 ) 129

Comprehensive income $ 528 $ 488 $ 1,090 $ 880

Third quarter ended Nine months ended

September 30, September 30,

Net income $ 567 $ 385 $ 1,681 $ 1,136

Other comprehensive (loss) income (loss), net of tax ( J ):

Change in unrecognized net actuarial loss and prior service cost related to pension and other postretirement benefits 4 3 2 11 8 6

Foreign currency translation adjustments 4 ( 13 ) ( 38 ) 149

Net change in unrecognized (losses) gains on cash flow hedges ( 39 5 ) 10 6 5 ( 39 33 )

Total Other comprehensive income (loss), net of tax 2 ( 5 ) ( 22 ) 124

Comprehensive income $ 569 $ 380 $ 1,659 $ 1,260

3 unchanged paragraphs

June September 30, 2026 December 31, 2025

Cash and cash equivalents $ 563 507 $ 742

1 unchanged paragraph

Prepaid expenses and other current assets 407 381 409

Total current assets 4,193 4,117 3,779

1 unchanged paragraph

Goodwill 5,084 5,098 4,022

1 unchanged paragraph

Intangibles, net 869 457

Intangibles, net 855 457

1 unchanged paragraph

Total assets $ 13,251 13,280 $ 11,179

2 unchanged paragraphs

Accrued compensation and retirement costs 304 373 343

1 unchanged paragraph

Deferred revenue 119 147

Accrued interest payable 62 54 47

Deferred revenue 204 147

3 unchanged paragraphs

Total current liabilities 2,306 2,215 1,771

4 unchanged paragraphs

Total liabilities 7,519 7,518 5,826

2 unchanged paragraphs

Common stock 400 402

Common stock 398 402

Additional capital 1,919 1,438 2,531

Retained earnings 5,110 5,621 4,093

1 unchanged paragraph

Total equity 5,732 5,762 5,353

Total liabilities and equity $ 13,251 13,280 $ 11,179

4 unchanged paragraphs

Net income $ 1,114 $ 751

Net income $ 1,681 $ 1,136

1 unchanged paragraph

Depreciation and amortization 158 138 251 210

Deferred income taxes 9 12 48 75

Restructuring and other credits ( 93 91 ) ( 4 )

Net realized and unrealized losses 8 11 14 17

1 unchanged paragraph

Stock-based compensation 57 39 80 59

3 unchanged paragraphs

Pension contributions ( 21 ) ( 15 )

Increase (decrease) in noncurrent liabilities 4 ( 16 )

Increase decrease in prepaid expenses and other current assets ( 53 40 ) 6 ( 11 )

Increase in accounts payable, trade 279 74 68 17

Increase (decrease) in accrued expenses ( 59 ) 79 ( 47 2 )

Decrease in taxes, including income taxes ( 27 23 ) ( 20 3 )

Pension contributions ( 36 ) ( 30 )

Increase in noncurrent assets ( 7 8 ) ( 2 6 )

Increase in noncurrent liabilities 81 13

Cash provided from operations 1,036 699 1,745 1,230

5 unchanged paragraphs

Repurchases of common stock ( 600 1,100 ) ( 300 500 )

Dividends paid to shareholders ( 97 153 ) ( 83 131 )

4 unchanged paragraphs

1 unchanged paragraph

5 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

6 unchanged paragraphs

2 unchanged paragraphs

1 unchanged paragraph

1 unchanged paragraph

1 unchanged paragraph

2 unchanged paragraphs

1 unchanged paragraph

2 unchanged paragraphs

and 33 more changes in the filing

Note A: Basis of Presentation 1 change

1 unchanged paragraph

In the six nine months ended June September 30, 2026, the Company derived approximately 68 % of its revenue from products sold to the commercial and defense aerospace markets. The timing and level of future aircraft builds by original equipment manufacturers ( OEMs ) are subject to changes and uncertainties, including but not limited to geopolitical tensions or volatility in global energy and raw material markets, which may cause our future results to differ from prior periods due to changes in product mix in certain segments.

2 unchanged paragraphs

Note C: Acquisitions and Divestitures 4 changes

5 unchanged paragraphs

Other noncurrent assets 41 49

1 unchanged paragraph

Total Assets Acquired 934 920

5 unchanged paragraphs

Net Assets Acquired $ 847 833

The final allocations of purchase price will be based on management s best estimates. Valuations of the assets acquired, other studies related to potential environmental and contingent liabilities, and other liabilities assumed may result in the identification of other intangible assets or liabilities. The valuations are expected to be completed by the end of 2026. The CAM and Brunner acquisitions have been included in the operations of the Fastening Systems segment, with revenue primarily included within Aerospace - Commercial, Aerospace - Defense, and Other in end-market revenue (See Note D ). The aforementioned acquisitions combined third-party sales were approximately 2 3 % of the Company s consolidated sales and approximately 1 % of consolidated net income from the respective acquisition dates through June September 30, 2026.

1 unchanged paragraph

Note D: Segment Information 136 changes

10 unchanged paragraphs

Second quarter ended June 30, 2026

Third-party sales $ 1,373 $ 589 $ 269 $ 316 $ 2,547

Inter-segment sales 3 8 11

Total sales $ 1,376 $ 589 $ 277 $ 316 $ 2,558

Third quarter ended September 30, 2026

Third-party sales $ 1,451 $ 630 $ 295 $ 327 $ 2,703

Inter-segment sales 2 13 15

Total sales $ 1,453 $ 630 $ 308 $ 327 $ 2,718

2 unchanged paragraphs

Segment Adjusted EBITDA $ 517 $ 177 $ 64 $ 88 $ 846

Provision for depreciation and amortization 42 20 11 10 83

Capital expenditures $ 77 $ 11 $ 8 $ 4 $ 100

Second quarter ended June 30, 2025

Third-party sales $ 1,038 $ 431 $ 308 $ 276 $ 2,053

Inter-segment sales 3 8 11

Total sales $ 1,041 $ 431 $ 316 $ 276 $ 2,064

Segment Adjusted EBITDA $ 567 $ 185 $ 70 $ 86 $ 908

Provision for depreciation and amortization 41 29 10 11 91

Restructuring and other credits 1 2 ( 1 ) 2

Capital expenditures $ 95 $ 19 $ 14 $ 14 $ 142

Third quarter ended September 30, 2025

Third-party sales $ 1,087 $ 448 $ 307 $ 247 $ 2,089

Inter-segment sales 2 7 9

Total sales $ 1,089 $ 448 $ 314 $ 247 $ 2,098

2 unchanged paragraphs

Segment Adjusted EBITDA $ 343 $ 126 $ 68 $ 76 $ 613

Restructuring and other charges (credits) 1 ( 1 )

Capital expenditures $ 74 $ 9 $ 7 $ 8 $ 98

Segment Adjusted EBITDA $ 362 $ 138 $ 64 $ 73 $ 637

Provision for depreciation and amortization 35 37 12 10 10 67 11 70

Capital expenditures $ 73 $ 13 $ 10 $ 9 $ 105

1 unchanged paragraph

Six months ended June 30, 2026

Third-party sales $ 2,626 $ 1,060 $ 563 $ 611 $ 4,860

Inter-segment sales 5 16 21

Total sales $ 2,631 $ 1,060 $ 579 $ 611 $ 4,881

Nine months ended September 30, 2026

Third-party sales $ 4,077 $ 1,690 $ 858 $ 938 $ 7,563

Inter-segment sales 7 29 36

Total sales $ 4,084 $ 1,690 $ 887 $ 938 $ 7,599

2 unchanged paragraphs

Segment Adjusted EBITDA $ 975 $ 327 $ 130 $ 178 $ 1,610

Provision for depreciation and amortization 80 33 21 21 155

Capital expenditures $ 136 $ 28 $ 20 $ 7 $ 191

Total assets 5,777 4,756 1,277 785 12,595

Six months ended June 30, 2025

Third-party sales $ 2,012 $ 843 $ 612 $ 528 $ 3,995

Inter-segment sales 5 15 20

Total sales $ 2,017 $ 843 $ 627 $ 528 $ 4,015

Segment Adjusted EBITDA $ 1,542 $ 512 $ 200 $ 264 $ 2,518

Provision for depreciation and amortization 121 62 31 32 246

Restructuring and other credits 1 2 ( 93 94 ) ( 93 91 )

Capital expenditures $ 231 $ 47 $ 34 $ 21 $ 333

Total assets 5,942 4,745 1,268 756 12,711

Nine months ended September 30, 2025

Third-party sales $ 3,099 $ 1,291 $ 919 $ 775 $ 6,084

Inter-segment sales 7 22 29

Total sales $ 3,106 $ 1,291 $ 941 $ 775 $ 6,113

2 unchanged paragraphs

Segment Adjusted EBITDA $ 661 $ 253 $ 135 $ 144 $ 1,193

Provision for depreciation and amortization 68 24 23 20 135

Segment Adjusted EBITDA $ 1,023 $ 391 $ 199 $ 217 $ 1,830

Provision for depreciation and amortization 105 36 33 31 205

1 unchanged paragraph

Capital expenditures $ 159 $ 19 $ 13 $ 23 $ 214

Total assets 5,512 2,787 1,374 748 $ 10,421

Capital expenditures $ 232 $ 32 $ 23 $ 32 $ 319

Total assets 5,512 2,782 1,446 733 $ 10,473

3 unchanged paragraphs

Second quarter ended Six months ended

Total Segment Adjusted EBITDA $ 846 $ 613 $ 1,610 $ 1,193

Third quarter ended Nine months ended

September 30, September 30,

Total Segment Adjusted EBITDA $ 908 $ 637 $ 2,518 $ 1,830

Segment provision for depreciation and amortization ( 83 91 ) ( 67 70 ) ( 155 246 ) ( 135 205 )

1 unchanged paragraph

Restructuring and other credits 93 ( 2 ) 91 4

1 unchanged paragraph

Operating income $ 711 $ 521 $ 1,464 $ 1,015

Interest expense, net ( 51 ) ( 38 ) ( 94 ) ( 77 )

Other expense, net ( 11 ) ( 14 ) ( 13 ) ( 23 )

Income before income taxes $ 649 $ 469 $ 1,357 $ 915

Operating income $ 777 $ 542 $ 2,241 $ 1,557

Interest expense, net ( 48 ) ( 37 ) ( 142 ) ( 114 )

Other expense, net ( 8 ) ( 10 ) ( 21 ) ( 33 )

Income before income taxes $ 721 $ 495 $ 2,078 $ 1,410

2 unchanged paragraphs

Second quarter ended Six months ended

Total segment capital expenditures $ 100 $ 98 $ 191 $ 214

Capital expenditures $ 104 $ 102 $ 198 $ 221

2 unchanged paragraphs

and 56 more changes in the filing

Note F: Retirement and Other Postretirement Benefits 15 changes

1 unchanged paragraph

Second quarter ended Six months ended

Interest cost 15 19 31 38

Third quarter ended Nine months ended

September 30, September 30,

Service cost $ 1 $ $ 1 $ 1 $ 2

Interest cost 16 18 47 56

Expected return on plan assets ( 13 14 ) ( 16 17 ) ( 27 41 ) ( 33 50 )

Recognized net actuarial loss 9 8 18 15 27 23

3 unchanged paragraphs

Recognized net actuarial gain ( 2 ) ( 2 ) ( 4 ) ( 4 )

Interest cost 1 1 2 3

Recognized net actuarial gain ( 3 ) ( 2 ) ( 7 ) ( 6 )

Amortization of prior service benefit ( 2 1 ) ( 3 2 ) ( 4 5 ) ( 5 7 )

1 unchanged paragraph

(1) Service cost was included within Cost of goods sold; settlements were included in Restructuring and other charges; all other cost components were recorded in Other expense, net in the Statement of Consolidated Operations.

In August 2025, the Company entered into an agreement to insure the remaining amount of its obligations in its U.K. pension plan. In September 2026, the Company settled the U.K. pension plan s remaining administrative obligations, and termination of this plan was completed, which resulted in a settlement charge of $ 1 .

For the second third quarter and six nine months ended June September 30, 2026, Howmet s combined pension contributions and other postretirement benefit payments were approximately $ 24 17 and $ 27 44 , respectively. For the second third quarter and six nine months ended June September 30, 2025, Howmet s combined pension contributions and other postretirement benefit payments were approximately $ 18 17 and $ 19 36 , respectively.

Note G: Other Expense, Net 13 changes

Second quarter ended Six months ended

Third quarter ended Nine months ended

September 30, September 30,

1 unchanged paragraph

Interest income ( 7 ) ( 4 ) ( 17 ) ( 8 )

Foreign currency losses (gains), net 1 ( 3 ) 2 ( 3 )

Deferred compensation 7 8 6 10

Other, net ( 1 ) ( 1 )

Total other expense, net $ 11 $ 14 $ 13 $ 23

Interest income ( 5 ) ( 5 ) ( 22 ) ( 13 )

Foreign currency (gains) losses, net ( 1 ) ( 1 ) 1 ( 4 )

Net realized and unrealized losses 4 6 8 11 6 14 17

Deferred compensation 4 6 14

Total other expense, net $ 8 $ 10 $ 21 $ 33

Note H: Income Taxes 13 changes

1 unchanged paragraph

The estimated annual effective tax rate, before discrete items, applied to ordinary income was 20.9 20.8 % in the second third quarter and six nine months ended June September 30, 2026, and 20.8 21.4 % in the second third quarter and six nine months ended June September 30, 2025.

The 2026 rate was lower than the U.S. federal statutory rate of 21% primarily due to a U.S. deduction on Foreign-Derived Deduction Eligible Income ( FDDEI ) formerly known as Foreign-Derived Intangible Income ( FDII ), and a net benefit related to U.S . federal and state research and development ( R&D ) credits, partially offset by incremental state income tax, nondeductible expenses, and foreign earnings subject to tax in jurisdictions with tax rates higher than the U.S. federal statutory rate of 21%. The 2025 rate was lower higher than the U.S. federal statutory rate of 21% primarily due to a U.S. deduction on FDII, a net benefit related to U.S . federal and state R&D credits, and a U.S. tax benefit recognized for foreign tax credits, partially offset by incremental state income tax, additional U.S. tax on Global Intangible Low-Taxed Income ( GILTI ) and other foreign earnings, nondeductible expenses, and foreign earnings subject to tax in jurisdictions with tax rates higher than the U.S. federal statutory rate of 21%, partially offset by a U.S. deduction on FDII, a net benefit related to U.S. federal and state R&D credits, and a U.S. tax benefit recognized for foreign tax credits. The 2026 rate is consistent with was lower than the 2025 rate primarily due to a larger U.S. deduction on FDDEI.

For the second third quarter of 2026 and 2025, the tax rate including discrete items was 17.7 21.4 % and 13.2 22.2 %, respectively. In the second third quarter of 2026, the Company recorded a discrete net tax benefit charge of $ 20 6 attributable to a benefit to release a valuation allowance charge related to U.S. a foreign tax credits pension plan termination of $ 22 5 , a benefit to release charge for a valuation allowance related to U.S. state foreign tax losses credits of $ 10 3 , a benefit to release and a charge for an international withholding tax reserve in Germany of $ 3 1 , and reduced by an excess tax benefit for stock compensation of $ 1 2 , reduced by and a charge to establish an international withholding tax reserve net benefit for other small items of $ 16 1 . In the second third quarter of 2025, the Company recorded a discrete net tax benefit of $ 35 attributable to benefits related to U.S. tax accounting method changes 1 for the deduction of certain prior period transaction and other costs of $ 17 , an excess benefit for stock compensation of $ 13 , and a net benefit related to U.S. federal and state R&D credits claimed for prior years of $ 5 . small items.

For both the six nine months ended June September 30, 2026 and June September 30, 2025, the tax rate including discrete items was 17.9 19.1 % and 19.4 %, respectively. In the six nine months ended June September 30, 2026, the Company recorded a discrete net tax benefit of $ 41 35 attributable to an excess benefit for stock compensation of $ 24 , a benefit to release a valuation allowance related to U.S. foreign tax credits of $ 22 , an excess tax benefit for stock compensation of $ 22 19 , a benefit to release a valuation allowance related to U.S. state tax losses of $ 10 , and a benefit to release a tax reserve in Germany of $ 3 , and a net benefit for other small items of $ 1 , reduced by a charge to establish an international withholding tax reserve of $ 16 17 , and a charge related to a foreign pension plan termination of $ 5 . In the six nine months ended June September 30, 2025, the Company recorded a discrete net tax benefit of $ 26 27 attributable to benefits related to U.S. tax accounting method changes for the deduction of certain prior period transaction and other costs of $ 17 , an excess benefit for stock compensation of $ 14 , and a net benefit related to U.S. federal and state R&D credits claimed for prior years of $ 5 , reduced by a net charge related to the expiration of a tax holiday in China of $ 6 , a charge for a tax reserve established in Germany of $ 2 , and a net charge for other small items of $ 2 1 .

1 unchanged paragraph

Second quarter ended Six months ended

Other discrete items ( 20 ) ( 35 ) ( 41 ) ( 26 )

Provision for income taxes $ 115 $ 62 $ 243 $ 164

Third quarter ended Nine months ended

September 30, September 30,

Pre-tax income at estimated annual effective income tax rate before discrete items $ 135 150 $ 97 106 $ 284 432 $ 190 301

Impact of change in estimated annual effective tax rate on previous quarter s pre-tax income ( 2 ) 5

Other discrete items 6 ( 1 ) ( 35 ) ( 27 )

Provision for income taxes $ 154 $ 110 $ 397 $ 274

Note I: Earnings Per Share and Common Stock 18 changes

2 unchanged paragraphs

Second quarter ended Six months ended

Net income $ 534 $ 407 $ 1,114 $ 751

Third quarter ended Nine months ended

September 30, September 30,

Net income $ 567 $ 385 $ 1,681 $ 1,136

Less: preferred stock dividends declared 1 2

Net income available to Howmet Aerospace common shareholders - basic and diluted $ 534 567 $ 407 384 $ 1,114 1,681 $ 750 1,134

Average shares outstanding - basic 400 404 398 403 400 404

1 unchanged paragraph

Stock and performance awards 2 2 2 3 2

Average shares outstanding - diluted 400 405 402 406 402 407

There were no shares relating to outstanding stock options excluded from the calculation of average shares outstanding - diluted for the second third quarter and six nine months ended June September 30, 2026 and 2025.

Common stock outstanding as of June September 30, 2026 and 2025 was 400 398 million and 404 403 million, respectively. Howmet redeemed all outstanding shares of its $ 3.75 Cumulative Class A Preferred Stock on December 17, 2025. There is no preferred stock outstanding as of June September 30, 2026.

6 unchanged paragraphs

Q3 2026 open market repurchase 1,888,442 $ 264.77 $ 500

2026 open market repurchases as of June September 30, 2026

2 unchanged paragraphs

Q3 2025 open market repurchase 1,097,686 $ 182.20 $ 200

2025 open market repurchases as of June September 30, 2025

2 unchanged paragraphs

The Share Repurchase Program was authorized by the Company s Board of Directors in August 2021 at $ 1,500 , which was increased by $ 2,000 by the Board in July 2024. to a total authorization of $ 3,500 . As of August 3, On October 28, 2026, the Company has approximately $ 697 in Board authorization remaining available authorized an additional $ 5,000 increase to the Share Repurchase Program. After giving effect to the additional $ 200 share repurchases made in July through October 28, 2026, at an average price per share of $ 276.61 , which retired the Company has approximately 0.7 million additional shares. $ 5,397 in Board authorization remaining available.

1 unchanged paragraph

For excise tax on net repurchases, the Company recorded $ 3 5 in the second third quarter ended June September 30, 2026 and $ 5 10 in the six nine months ended June September 30, 2026 and $ 1 2 in the second third quarter and $ 2 4 in the six nine months ended June September 30, 2025 to additional capital.

Note J: Accumulated Other Comprehensive Loss 23 changes

1 unchanged paragraph

Second quarter ended Six months ended

Third quarter ended Nine months ended

September 30, September 30,

1 unchanged paragraph

Balance at beginning of period $ ( 588 584 ) $ ( 669 666 ) $ ( 592 ) $ ( 672 )

1 unchanged paragraph

Unrecognized net actuarial gain and prior service benefit 1

Unrecognized net actuarial (loss) and prior service cost ( 8 ) ( 1 ) ( 8 ) ( 1 )

Total Other comprehensive income (loss) before reclassifications, net of tax 1 ( 2 ) ( 1 ) ( 2 )

2 unchanged paragraphs

Total Other comprehensive income 4 3 8 6

Total Other comprehensive income 3 2 11 8

Balance at end of period $ ( 584 581 ) $ ( 666 664 ) $ ( 584 581 ) $ ( 666 664 )

1 unchanged paragraph

Other comprehensive (loss) income (4)

Balance at beginning of period $ ( 1,084 1,094 ) $ ( 1,162 1,045 ) $ ( 1,052 ) $ ( 1,207 )

Other comprehensive income (loss) (4)

Balance at end of period $ ( 1,094 1,090 ) $ ( 1,045 1,058 ) $ ( 1,094 1,090 ) $ ( 1,045 1,058 )

Balance at beginning of period $ ( 19 ) $ 1 ( 38 ) $ ( 29 ) $ 1

2 unchanged paragraphs

Tax benefit (expense) 11 ( 3 ) 11

Tax benefit (expense) 1 ( 2 ) ( 2 ) 9

Total Other comprehensive income (loss) income before reclassifications, net of tax 1 ( 38 4 ) 11 6 7 ( 39 33 )

1 unchanged paragraph

Total amount reclassified from Accumulated other comprehensive loss, net of tax (3)

Total Other comprehensive (loss) income ( 39 5 ) 10 6 5 ( 39 33 )

Balance at end of period $ ( 19 24 ) $ ( 38 32 ) $ ( 19 24 ) $ ( 38 32 )

Accumulated other comprehensive loss $ ( 1,697 1,695 ) $ ( 1,749 1,754 ) $ ( 1,697 1,695 ) $ ( 1,749 1,754 )

4 unchanged paragraphs

(5) Includes the change in the cross-currency swaps related to the 6.750 % Bonds due 2028 and the 4.850 % Notes due 2031 (See Note O ). In all periods presented, no amounts related to the changes were reclassified to earnings. The cross-currency swaps were recorded in Other noncurrent assets and Other noncurrent liabilities and deferred credits respectively, in the Consolidated Balance Sheet.

1 unchanged paragraph

Note K: Receivables 4 changes

1 unchanged paragraph

The Company maintains an accounts receivables securitization arrangement through a wholly-owned special purpose entity ( SPE ). The net cash funding from the sale of accounts receivable was neither a use of cash nor a source of cash for the second third quarter or six nine months ended June September 30, 2026 or June September 30, 2025.

1 unchanged paragraph

The facility limit under the Receivables Purchase Agreement was $ 250 as of both June September 30, 2026 and December 31, 2025, of which $ 250 was drawn as of both June September 30, 2026 and December 31, 2025. As collateral against the sold receivables, the SPE maintains a certain level of unsold receivables, which were $ 296 329 and $ 217 as of June September 30, 2026 and December 31, 2025, respectively.

The Company sold $ 294 418 and $ 651 1,069 during the second third quarter and six nine months ended June September 30, 2026, respectively, and $ 359 403 and $ 829 1,232 during the second third quarter and six nine months ended June September 30, 2025, respectively, of its receivables without recourse and received cash funding under this program, resulting in derecognition of the receivables from the Company s Consolidated Balance Sheet. Costs associated with the sales of receivables are reflected in the Company s Statement of Consolidated Operations in Other expense, net for the periods in which the sales occur. Cash receipts from sold receivables under the Receivables Purchase Agreement are presented in changes in receivables within operating activities in the Statement of Consolidated Cash Flows.

1 unchanged paragraph

In the second third quarter and six nine months ended June September 30, 2026, the Company sold certain customers receivables without recourse of $ 348 372 and $ 671 1,043 , respectively, in exchange for cash. In the second third quarter and six nine months ended June September 30, 2025, the Company sold certain customers receivables without recourse of $ 223 234 and $ 406 640 , respectively, in exchange for cash. The Company has no continuing involvement in the aforementioned amounts sold or outstanding, resulting in the derecognition of the receivables from the Company s Consolidated Balance Sheet. The net proceeds are presented in changes in receivables within operating activities in the Statement of Consolidated Cash Flows and the costs associated with the sales of receivables are reflected in the Company s Statement of Consolidated Operations in Other expense, net for the periods in which the sales occur.

Note L: Inventories 9 changes

Finished goods $ 497 $ 462

Operating supplies 85 78

June September 30, 2026 December 31, 2025

Finished goods $ 447 $ 462

Work-in-process 1,070 1,047 885

Purchased raw materials 531 527 424

Operating supplies 92 78

Total inventories $ 2,183 2,113 $ 1,849

As of June September 30, 2026 and December 31, 2025, the portion of inventories valued on a last-in, first-out ( LIFO ) basis was $ 707 676 and $ 642 , respectively. If valued on an average-cost basis, total inventories would have been $ 376 412 and $ 333 higher as of June September 30, 2026 and December 31, 2025, respectively.

Note M: Properties, Plants, and Equipment, net 8 changes

June September 30, 2026 December 31, 2025

Land and land rights $ 113 120 $ 85

Structures 1,179 1,197 1,134

Machinery and equipment 4,496 4,523 4,275

Less: accumulated depreciation and amortization 3,330 3,358 3,236

Construction work-in-progress 359 430 335

Properties, plants, and equipment, net $ 2,817 2,912 $ 2,593

The Company had unpaid capital expenditures of $ 55 87 , $ 101 68 , and $ 85 72 as of June September 30, 2026, December 31, 2025, and June September 30, 2025, respectively, which results in cash outflows within investing activities in the Statement of Consolidated Cash Flows in subsequent periods.

Note N: Leases 5 changes

Operating lease cost, which includes short-term leases and variable lease payments and approximates cash paid, was $ 20 21 and $ 18 19 in the second third quarter of 2026 and 2025, respectively, and $ 39 60 and $ 35 54 in the six nine months ended June September 30, 2026 and June September 30, 2025.

1 unchanged paragraph

June September 30, 2026 December 31, 2025

Right-of-use assets classified in Other noncurrent assets $ 162 178 $ 162

1 unchanged paragraph

Long-term portion of lease liabilities classified in Other noncurrent liabilities and deferred credits 117 132 121

Total lease liabilities $ 163 178 $ 163

Note O: Debt 17 changes

June September 30, 2026 December 31, 2025

JPY Term Loan Facility, due 2026 (1) $ $ 191

6.750 % Bonds, due 2028 (2) (1)

3 unchanged paragraphs

4.850 % Notes, due 2031 (3) (2)

4 unchanged paragraphs

(1) On May 22, 2026, the Company completed the early prepayment of the remaining amount outstanding under the JPY Term Loan Facility. The Company had entered into an interest rate swap to exchange the floating interest rate of the JPY Term Loan Facility to a fixed interest rate of 1.794 % as of December 31, 2025, based on the Company s long-term debt ratings. This swap was settled upon the prepayment of the JPY Term Loan Facility with an impact to the Consolidated Financial Statements of less than $ 1 .

Term Loan Facility. The Company maintained a Japanese yen-denominated, senior unsecured term loan facility (the JPY Term Loan Facility ). As of June 30, 2026 and December 31, 2025 , the Company was in compliance with all applicable covenants under the JPY Term Loan Facility .

Short-term borrowings 450 390

Less: amounts due within one year 451 391 191

Total long-term debt $ 4,050 4,052 $ 2,859

(2) (1) The Company entered into a cross-currency swap to synthetically convert the 6.750 % Bonds due 2028 (the 2028 Bonds ) into a Japanese Yen liability of approximately 47,760 million with a fixed annual interest rate of 3.880 %.

(3) (2) The Company entered into a cross-currency swap to synthetically convert the 4.850 % Notes due 2031 (the 2031 Notes ) into a Euro liability of approximately 458 million with a fixed annual interest rate of 3.720 %.

(4) (3) Includes unamortized debt discounts and unamortized debt issuance costs related to outstanding notes and bonds listed in the table above and various financing arrangements related to subsidiaries.

Term Loan Facility. The Company maintained a Japanese yen-denominated, senior unsecured term loan facility (the JPY Term Loan Facility ). On May 22, 2026, the Company completed the early prepayment of the remaining outstanding principal amount under its JPY Term Loan Facility of 29,702 million (approximately $ 186 ) with cash on hand. As of the date of early prepayment and December 31, 2025 , the Company was in compliance with all applicable covenants under the JPY Term Loan Facility .

There were no amounts outstanding under the JPY Term Loan Facility as of June September 30, 2026 and 29,702 million ($ 191 ) outstanding as of December 31, 2025.

3 unchanged paragraphs

Commercial Pape r . The Company maintains a $ 1,000 commercial paper program, under which $ 450 390 was outstanding with a weighted average interest rate of 4.018 4.223 % as of June September 30, 2026, and no amounts were outstanding as of December 31, 2025. The Company reduced commercial paper outstanding by $ 60 during the third quarter of 2026. The Company had no commercial paper borrowings with original maturities greater than 90 days in 2026 or 2025. Amounts outstanding under the commercial paper program are supported by the unused commitments under the Company s $ 600 364 -Day Revolving Credit Facility and $ 1,000 5 -Year Revolving Credit Facility.

6 unchanged paragraphs

As of June September 30, 2026 and December 31, 2025 , the Company was in compliance with all covenants under the Revolving Credit Agreements.

There were no amounts outstanding as of June September 30, 2026 or December 31, 2025, and no amounts were borrowed during 2026 or 2025 under the Revolving Credit Facilities.

Note P: Fair Value of Financial Instruments 4 changes

3 unchanged paragraphs

June September 30, 2026 December 31, 2025

Available-for-sale securities Level 1 $ 18 17 $ 18 17 $ 18 $ 18

1 unchanged paragraph

Long-term debt, less long-term debt due within one year Level 2 $ 4,050 4,052 $ 4,034 3,894 $ 2,859 $ 2,919

Restricted cash, which is included in Prepaid expenses and other current assets in the Consolidated Balance Sheet, was $ 1 as of both June September 30, 2026 and December 31, 2025.

Note Q: Contingencies, Commitments, and Other Liabilities 1 change

3 unchanged paragraphs

The Company s remediation reserve balance was $ 18 and $ 16 as of both June September 30, 2026 and December 31, 2025, respectively, and was recorded primarily in Other noncurrent liabilities and deferred credits in the Consolidated Balance Sheet (of which $ 8 and $ 7 were classified as a current liability as of both June September 30, 2026 and December 31, 2025, was classified as a current liability), respectively) and reflects the most probable costs to remediate identified environmental conditions for which costs can be reasonably estimated. Payments related to remediation expenses applied against the reserve were $ 1 and $ 2 in both the second third quarter and six nine months ended June September 30, 2026 , respectively, and included expenditures currently mandated, as well as those not required by any regulatory authority or third party.

3 unchanged paragraphs

Legal proceedings 10 changes

2 unchanged paragraphs

Raul v. Albaugh, et al. (United States District Court for the District of Delaware) . On June 22, 2018, a derivative complaint was filed nominally on behalf of Arconic Inc. by a purported Arconic Inc. stockholder against the then directors and certain officers of Arconic Inc., naming Arconic Inc. as a nominal defendant. The complaint alleged violations of federal securities laws relating to the Grenfell Fire, as well as claims under Delaware state law. On February 10, 2026, the court held a final settlement approval hearing, and the parties Stipulation of Settlement was approved. The Stipulation of Settlement had no material impact on the Company s results of operations or cash flows. The case has been closed.

2 unchanged paragraphs

Letters of Credit. The Company has outstanding letters of credit primarily related to workers compensation, environmental obligations, tax matters, and insurance obligations. The total amount committed under these letters of credit, which automatically renew or expire at various dates, primarily in 2026 and 2027, was $ 76 71 as of June September 30, 2026.

Pursuant to the Separation and Distribution Agreements between the Company and Arconic Corporation and between the Company and Alcoa Corporation, the Company is required to retain letters of credit of $ 43 38 , which are included in the $ 76 71 in the above paragraph, that had previously been provided related to the Company, Arconic Corporation, and Alcoa Corporation workers compensation claims that occurred prior to the respective separation transactions of April 1, 2020 and November 1, 2016. Arconic Corporation and Alcoa Corporation workers compensation and letters of credit fees paid by the Company are proportionally billed to, and are reimbursed by, Arconic Corporation and Alcoa Corporation, respectively. Also, the Company was required to provide letters of credit for certain Arconic Corporation environmental obligations and, as a result, the Company has $ 8 of outstanding letters of credit relating to such liabilities, which are also included in the $ 76 71 in the above paragraph. Arconic Corporation is being billed for these letter of credit fees paid by the Company and will reimburse the Company for any payments made under these letters of credit.

Surety Bonds. The Company has outstanding surety bonds primarily related to customs duties, workers compensation, pension, environmental-related matters, and contract performance. The total amount committed under these annual surety bonds, which automatically renew or expire at various dates, primarily in 2026 and 2027, was $ 43 41 as of June September 30, 2026.

Pursuant to the Separation and Distribution Agreements between the Company and Arconic Corporation and between the Company and Alcoa Corporation, the Company is required to provide surety bonds of $ 19 17 , which are included in the $ 43 41 in the above paragraph, that had previously been provided related to the Company, Arconic Corporation, and Alcoa Corporation workers compensation claims that occurred prior to the respective separation transactions of April 1, 2020 and November 1, 2016. Arconic Corporation and Alcoa Corporation workers compensation claims and surety bond fees paid by the Company are proportionately billed to, and are reimbursed by, Arconic Corporation and Alcoa Corporation, respectively.

Guarantees. Pursuant to the Separation and Distribution Agreement between the Company and Alcoa Corporation, Howmet was required to provide certain guarantees for Alcoa Corporation, which were included in Other noncurrent liabilities and deferred credits in the Consolidated Balance Sheet. The remaining guarantee which had a fair value of $ 5 as of both June September 30, 2026 and December 31, 2025, relates to a long-term energy supply agreement that expires in 2047 at an Alcoa Corporation facility, for which the Company is secondarily liable in the event of a payment default by Alcoa Corporation. If the Company incurs any liability under this guarantee, Arconic Corporation is obligated to indemnify the Company for 50 % of such liability. The Company currently views the risk of an Alcoa Corporation payment default on its obligations under the contract to be remote. The Company is required to provide a guarantee up to an estimated present value amount of approximately $ 1,141 as of both June September 30, 2026 and December 31, 2025 in the event of an Alcoa Corporation default. In the fourth quarter of 2025 , a surety bond with a limit of $ 80 relating to this guarantee was obtained by Alcoa Corporation to protect Howmet s obligation. This surety bond will be renewed on an annual basis by Alcoa Corporation.

As of June September 30, 2026, Howmet had other outstanding bank guarantees related to customs duties, rental, plant expansion, rental, and environmental obligations. The total amount committed under these guarantees, which expire at various dates between 2026 and 2028, was $ 4 5 as of June September 30, 2026.

Supplier Financing Arrangements. We offer voluntary supplier finance programs to suppliers who may elect to sell their receivables to third parties at the sole discretion of both the suppliers and the third parties. The program is at no cost to the Company and provides additional liquidity to our suppliers, if they desire, at their cost. Under these programs, the Company pays the third-party bank, rather than the supplier, the stated amount of the confirmed invoices on the original maturity date of the invoices. The Company or the third-party bank may terminate a program upon at least 30 days notice. Supplier invoices under the program require payment in full no more than approximately 120 days of the invoice date. As of June September 30, 2026 and December 31, 2025, supplier invoices that are subject to future payment under these programs were $ 377 285 and $ 266 , respectively, and are included in Accounts payable, trade in the Consolidated Balance Sheet.

2 unchanged paragraphs

See Note I regarding share repurchases made in July 2026.

See Note I regarding an increase in share repurchase authorization by the Company s Board of Directors.

MD&A 94 changes

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In the six nine months ended June September 30, 2026, the Company derived approximately 68% of its revenue from products sold to the commercial and defense aerospace markets. The timing and level of future aircraft builds by original equipment manufacturers ( OEMs ) are subject to changes and uncertainties, including but not limited to geopolitical tensions or volatility in global energy and raw material markets, which may cause our future results to differ from prior periods due to changes in product mix in certain segments.

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Sales. Sales were $2,547 $2,703 in the second third quarter of 2026 compared to $2,053 $2,089 in the second third quarter of 2025, and $4,860 $7,563 in the six nine months ended June September 30, 2026 compared to $3,995 $6,084 in the six nine months ended June September 30, 2025. The increase of $494, $614, or 24%, 29%, in the second third quarter of 2026 and the increase of $865, $1,479, or 22% 24% in the six nine months ended June September 30, 2026, was primarily due to growth in the commercial and defense aerospace, and gas turbines, and commercial transportation markets, including growth in engine spares, favorable product pricing, cost pass through, and sales from the Consolidated Aerospace Manufacturing, LLC ( CAM ) and Brunner Manufacturing Co. Inc. ( Brunner ) acquisitions from the dates they were acquired by the Company, partially offset by lower volumes in the commercial transportation market and the disk forging facility divestiture on March 31, 2026. Product price increases are in excess of material and inflationary cost pass through to our customers.

Cost of goods sold ( COGS ). COGS as a percentage of Sales was 62.7% 62.9% in the second third quarter of 2026 compared to 66.5% 65.3% in the second third quarter of 2025, and 62.9% in the six nine months ended June September 30, 2026 compared to 66.5% 66.1% in the six nine months ended June September 30, 2025. The decrease in the second third quarter and six nine months ended June September 30, 2026 was primarily due to growth in the commercial and defense aerospace, and gas turbines, and commercial transportation markets and favorable product pricing, partially offset by lower volumes in the commercial transportation market, higher cost pass through and increased net headcount, primarily in the Engine Products segment, in support of expected revenue increases. Additionally, the decrease includes the impact of the acquisitions and divestiture completed this year, including amortization expense of expenses from the inventory step-up recorded in accordance with the allocation of purchase price under accounting principles generally accepted in the United States of America ( GAAP ).

Selling, general administrative, and other expenses ( SG&A ). SG&A expenses were $148 $120 in the second third quarter of 2026 compared to $89 $100 in the second third quarter of 2025 and $259 $379 in the six nine months ended June September 30, 2026 compared to $174 $274 in the six nine months ended June September 30, 2025. The increase of $59, $20, or 66%, 20%, in the second third quarter of 2026 and the increase of $85, $105, or 49%, 38%, in the six nine months ended June September 30, 2026 was primarily due to higher employment costs, including incremental headcount from the acquisitions, acquisition and acquisition-related costs, and various other administrative expenses.

Provision for depreciation and amortization ( D&A ). The provision for D&A was $84 $93 in the second third quarter of 2026 compared to $69 $72 in the second third quarter of 2025 and $158 $251 in the six nine months ended June September 30, 2026 compared to $138 $210 in the six nine months ended June September 30, 2025. The increase of $15, $21, or 22%, 29%, in the second third quarter of 2026 and the increase of $20, $41, or 14%, 20%, in the six nine months ended June September 30, 2026 was primarily due to higher depreciation from additional capital investments in capacity expansions within the Engine Products segment the CAM and, Brunner acquisitions from the dates they were acquired by the Company, and amortization expense the additional D&A on the fair value of inventory step-up recorded fixed assets and intangible assets acquired in accordance with the allocation of purchase price under GAAP. CAM and Brunner transactions.

Restructuring and other charges (credits) . Restructuring and other charges were less than $1 $2 in the second third quarter of 2026 compared to Restructuring and other charges credits of less than $1 in the second third quarter of 2025. Restructuring and other credits were $93 $91 in the six nine months ended June September 30, 2026 compared to Restructuring and other credits of $4 in the six nine months ended June September 30, 2025. Restructuring and other credits for the six nine months ended June September 30, 2026 were primarily due to a gain on the sale of the Company s disk forging facility in Savannah, Georgia within Engineered Structures of $93 and a gain related to post-closing adjustments from the May 2024 sale of a small U.K. manufacturing facility in Engineered Structures of $1. Restructuring and other charges for the second third quarter of 2025 were primarily due to a charge for layoff costs of $3, partially offset by a gain on related to post-closing adjustments from the May 2024 sale of assets at a previously closed small U.K. manufacturing facility in Forged Wheels of $2 and a reversal Engineered Structures of $1 for a layoff reserve partially offset by exit related to a prior period. costs, including accelerated depreciation, of $1. Restructuring and other credits for the six nine months ended June September 30, 2025 were primarily due to a gain on the sale of assets at a small U.K. manufacturing facility in Engineered Structures of $3, a gain on the sale of assets at a previously closed facility in Forged Wheels of $2, and a reversal of $2 for a layoff reserve related to a prior period, and a gain related to post-closing adjustments from the May 2024 sale of a small U.K. manufacturing facility in Engineered Structures of $1, partially offset by a charge for layoff costs of $3 and exit related costs, including accelerated depreciation, of $1.

1 unchanged paragraph

Interest expense, net . Interest expense, net was $51 $48 in the second third quarter of 2026 compared to $38 $37 in the second third quarter of 2025 and $94 $142 in the six nine months ended June September 30, 2026 compared to $77 $114 in the six nine months ended June September 30, 2025. The increase of $13, $11, or 34%, 30%, in the second third quarter of 2026 and $17, $28, or 22%, 25%, in the six nine months ended June September 30, 2026 was primarily due to the March 2026 issuance of $1,200 aggregate principal amount of notes that have interest rates ranging from 3.750% to 4.750%, and the November 2025 issuance of $500 of 4.550% Notes due 2032, and the commercial paper borrowings that had weighted average interest rates of 3.979%, partially offset by the early prepayment of the JPY Term Loan Facility, the cross-currency swap that synthetically converted the 6.750% Bonds due 2028 into a lower fixed-interest-rate Japanese Yen liability, the early redemption of $625 of 5.900% Notes in December 2025, and prepayments of the USD Term Loan Facility during various periods in 2025. On an annual basis, the current year long-term debt actions are expected to increase Interest expense, net by approximately $38.

1 unchanged paragraph

Other expense, net. Other expense, net was $11 $8 in the second third quarter of 2026 compared to $14 $10 in the second third quarter of 2025 and $13 $21 in the six nine months ended June September 30, 2026 compared to $23 $33 in the six nine months ended June September 30, 2025. The decrease in expense of $3 in the second quarter of 2026 and $10 $12 in the six nine months ended June September 30, 2026 was primarily due to an increase in interest income resulting from additional cash on hand prior to the acquisition of CAM and lower deferred compensation. Non-service related net periodic benefit costs related to defined benefit plans and other postretirement benefit plans are expected to increase by approximately $5 for the full year 2026 versus 2025.

1 unchanged paragraph

Provision for income taxes. The estimated annual effective tax rate, before discrete items, applied to ordinary income was 20.9% 20.8% in the second third quarter ended June September 30, 2026 compared to 20.8% 21.4% in the second third quarter ended June September 30, 2025. The tax rate including discrete items was 17.7% 21.4% in the second third quarter of 2026 compared to 13.2% 22.2% in the second third quarter of 2025. A discrete net tax benefit charge of $20 $6 was recorded in the second third quarter of 2026 compared to a discrete net tax benefit of $35 $1 in the second third quarter of 2025. The tax rate including discrete items was 17.9% 19.1% in the six nine months ended June September 30, 2026 and June compared to 19.4% in the nine months ended September 30, 2025. A discrete net tax benefit of $41 $35 was recorded in the six nine months ended June September 30, 2026 compared to a discrete net tax benefit of $26 $27 recorded in the six nine months ended June September 30, 2025. The 2026 estimated annual effective tax rate remains consistent with was lower than the 2025 rate primarily due to a larger U.S. deduction on Foreign-Derived Deduction Eligible Income ( FDDEI ) formerly known as Foreign-Derived Intangible Income ( FDII ).

1 unchanged paragraph

Net income. Net income was $534, $567, or $1.33 $1.42 per diluted share, in the second third quarter of 2026 compared to $407, $385, or $1.00 $0.95 per diluted share, in the second third quarter of 2025 and $1,114, $1,681, or $2.77 $4.18 per diluted share, in the six nine months ended June September 30, 2026 compared to $751, $1,136, or $1.84 $2.79 per diluted share, in the six nine months ended June September 30, 2025. The increase of $127 $182 in the second third quarter of 2026 and $363 $545 in the six nine months ended June September 30, 2026 was primarily due to growth in the commercial and defense aerospace, and gas turbines, and commercial transportation markets, including growth in engine spares, as well as favorable product pricing and the impact of the CAM and Brunner acquisitions. partially offset by lower volumes in the commercial transportation market.

3 unchanged paragraphs

Second quarter ended Six months ended

Third-party sales $ 1,373 $ 1,038 $ 2,626 $ 2,012

Segment Adjusted EBITDA 517 343 975 661

Segment Adjusted EBITDA Margin 37.7 % 33.0 % 37.1 % 32.9 %

Third quarter ended Nine months ended

September 30, September 30,

Third-party sales $ 1,451 $ 1,087 $ 4,077 $ 3,099

Segment Adjusted EBITDA 567 362 1,542 1,023

Segment Adjusted EBITDA Margin 39.1 % 33.3 % 37.8 % 33.0 %

Third-party sales for the Engine Products segment increased $335, $364, or 32%, 33%, in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to growth in the commercial and defense aerospace and gas turbines markets, including as well as engine spares growth.

Third-party sales for the Engine Products segment increased $614, $978, or 31%, 32%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to growth in the commercial and defense aerospace and gas turbines markets, including as well as engine spares growth.

Segment Adjusted EBITDA for the Engine Products segment increased $174, $205, or 51%, 57%, in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to growth in the commercial and defense aerospace and gas turbines markets. The segment absorbed approximately 485 520 net headcount in the second third quarter of 2026 in support of expected revenue increases.

Segment Adjusted EBITDA for the Engine Products segment increased $314, $519, or 48%, 51%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to growth in the commercial and defense aerospace and gas turbines markets. The segment absorbed approximately 720 1,240 net headcount in the six nine months ended June September 30, 2026, in support of expected revenue increases.

Segment Adjusted EBITDA Margin for the Engine Products segment increased approximately 470 580 basis points in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to growth in the commercial and defense aerospace and gas turbines markets.

Segment Adjusted EBITDA Margin for the Engine Products segment increased approximately 420 480 basis points in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to growth in the commercial and defense aerospace and gas turbines markets.

1 unchanged paragraph

Second quarter ended Six months ended

Third-party sales $ 589 $ 431 $ 1,060 $ 843

Segment Adjusted EBITDA 177 126 327 253

Third quarter ended Nine months ended

September 30, September 30,

Third-party sales $ 630 $ 448 $ 1,690 $ 1,291

Segment Adjusted EBITDA 185 138 512 391

Segment Adjusted EBITDA Margin 30.1 % 29.2 29.4 % 30.8 % 30.0 30.3 % 30.3 %

Third-party sales for the Fastening Systems segment increased $158, $182, or 37%, 41%, in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to the CAM and Brunner acquisitions as well as growth in the commercial aerospace and defense aerospace markets. Excluding the CAM and Brunner acquisitions, revenue grew 10%.

Third-party sales for the Fastening Systems segment increased $217, $399, or 26%, 31%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to the CAM and Brunner acquisitions as well as growth in the commercial aerospace and defense aerospace markets. Excluding the CAM and Brunner acquisitions, revenue grew 12%.

Segment Adjusted EBITDA for the Fastening Systems segment increased $51, $47, or 40%, 34%, in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to driven by growth in the commercial aerospace and defense aerospace markets as well as and including the impacts of the CAM and Brunner acquisitions.

Segment Adjusted EBITDA Margin for the Fastening Systems segment increased approximately 80 basis points $121, or 31%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to driven by growth in the commercial aerospace and defense aerospace markets partially offset by and including the impacts of the CAM and Brunner acquisitions.

Segment Adjusted EBITDA Margin for the Fastening Systems segment increased decreased approximately 90 140 basis points in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to growth in the commercial aerospace market, partially offset by the impacts of the CAM and Brunner acquisitions partially offset by growth in the commercial and defense aerospace markets.

Segment Adjusted EBITDA Margin for the Fastening Systems segment increased $74, or 29%, was flat in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to the impacts of the CAM and Brunner acquisitions, offset by growth in the commercial aerospace and defense aerospace markets. as well as the CAM and Brunner acquisitions.

In 2026, as compared to 2025, demand in the commercial aerospace and defense aerospace markets is expected to increase, and results will also include the impacts of the CAM and Brunner acquisitions. Modest recovery In 2026, as compared to 2025, demand in the commercial transportation market began in the second quarter of 2026 and is expected to continue into the second half of 2026, amid energy-related, economic, and regulatory uncertainty in North America. have a modest recovery. Governmental policies, laws and regulations, and other geopolitical and 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. The timing, extent, application, and level of tariffs by various governments and our ability to recover tariffs are subject to changes and uncertainties.

The Brunner acquisition has been included in the operations of the Fastening Systems segment starting in February 2026. The CAM acquisition has been included in our the Fastening Systems segment starting in the second quarter of 2026.

1 unchanged paragraph

Second quarter ended Six months ended

Third-party sales $ 269 $ 308 $ 563 $ 612

Segment Adjusted EBITDA 64 68 130 135

Segment Adjusted EBITDA Margin 23.8 % 22.1 % 23.1 % 22.1 %

Third quarter ended Nine months ended

September 30, September 30,

Third-party sales $ 295 $ 307 $ 858 $ 919

Segment Adjusted EBITDA 70 64 200 199

Segment Adjusted EBITDA Margin 23.7 % 20.8 % 23.3 % 21.7 %

Third-party sales for the Engineered Structures segment decreased $39, $12, or 13%, 4%, in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to the disk forging facility divestiture and product rationalization. Excluding the disk forging facility divestiture, revenue grew 8%. The Engineered Structures segment continues to focus on the optimization of its manufacturing footprint and rationalization of product mix in order to maximize profitability.

Third-party sales for the Engineered Structures segment decreased $49, $61, or 8%, 7%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to the disk forging facility divestiture and product rationalization. Excluding the disk forging facility divestiture, revenue was flat. The Engineered Structures segment is focusing on the optimization of its manufacturing footprint and rationalization of product mix in order to maximize profitability.

Segment Adjusted EBITDA for the Engineered Structures segment decreased $4, increased $6, or 6%, 9%, in the second third quarter of 2026 compared to the second third quarter of 2025 primarily due to productivity gains, partially offset by the disk forging facility divestiture and product rationalization. partially offset by productivity gains.

Segment Adjusted EBITDA for the Engineered Structures segment decreased $5, increased $1, or 4% 1% in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025 primarily due to productivity gains mostly offset by the disk forging facility divestiture and product rationalization. partially offset by productivity gains.

Segment Adjusted EBITDA Margin for the Engineered Structures segment increased approximately 170 290 basis points in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to operational improvement efforts. and lower net headcount.

Segment Adjusted EBITDA Margin for the Engineered Structures segment increased approximately 100 160 basis points in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to operational improvement efforts. and lower net headcount.

1 unchanged paragraph

Second quarter ended Six months ended

Third-party sales $ 316 $ 276 $ 611 $ 528

Segment Adjusted EBITDA 88 76 178 144

Segment Adjusted EBITDA Margin 27.8 % 27.5 % 29.1 % 27.3 %

Third quarter ended Nine months ended

September 30, September 30,

Third-party sales $ 327 $ 247 $ 938 $ 775

Segment Adjusted EBITDA 86 73 264 217

Segment Adjusted EBITDA Margin 26.3 % 29.6 % 28.1 % 28.0 %

Third-party sales for the Forged Wheels segment increased $40, $80, or 14%, 32%, in the second third quarter of 2026 compared to the second third quarter of 2025 primarily due to higher volumes in the commercial transportation market and an increase in aluminum and other inflationary cost pass through. partially offset by lower volumes in the commercial transportation market.

Third-party sales for the Forged Wheels segment increased $83, $163, or 16%, 21%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to an increase in aluminum and other inflationary cost pass through, and favorable foreign currency exchange rates, partially offset by lower and higher volumes in the commercial transportation market.

Segment Adjusted EBITDA for the Forged Wheels segment increased $12, $13, or 16%, 18%, in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to cost reductions, including lower net headcount, partially offset by lower higher volumes in the commercial transportation market.

Segment Adjusted EBITDA for the Forged Wheels segment increased $34, $47, or 24%, 22%, in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to cost reductions, including lower net headcount, as well as favorable foreign currency exchange rates, partially offset by lower and higher volumes in the commercial transportation market.

Segment Adjusted EBITDA Margin for the Forged Wheels segment increased decreased approximately 30 330 basis points in the second third quarter of 2026 compared to the second third quarter of 2025, primarily due to cost reductions, including lower net headcount in response to lower volumes in the commercial transportation market, partially offset by higher aluminum and other inflationary cost pass through, partially offset by higher volumes in the commercial transportation market.

Segment Adjusted EBITDA Margin for the Forged Wheels segment increased approximately 180 10 basis points in the six nine months ended June September 30, 2026 compared to the six nine months ended June September 30, 2025, primarily due to cost reductions, including lower net headcount in response to lower favorable foreign currency exchange rates, and higher volumes in the commercial transportation market, as well as favorable foreign currency exchange rates, partially mostly offset by higher aluminum and other inflationary cost pass through.

In 2026, as compared to 2025, demand in the commercial transportation markets served by Forged Wheels is expected to remain low. moderate. Modest recovery in the commercial transportation market began in the second quarter and is expected to continue, into the second half of 2026, amid volatile aluminum metal pricing and energy-related, economic, and regulatory uncertainty in North America. Governmental policies, laws and regulations, and geopolitical 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. The timing, extent, application, and level of tariffs by various governments and our ability to recover tariffs are subject to changes and uncertainties.

1 unchanged paragraph

Second quarter ended Six months ended

Income before income taxes $ 649 $ 469 $ 1,357 $ 915

Interest expense, net 51 38 94 77

Other expense, net 11 14 13 23

Operating income $ 711 $ 521 $ 1,464 $ 1,015

Third quarter ended Nine months ended

September 30, September 30,

Income before income taxes $ 721 $ 495 $ 2,078 $ 1,410

1 unchanged paragraph

1 unchanged paragraph

3 unchanged paragraphs

5 unchanged paragraphs

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12 unchanged paragraphs

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and 14 more changes in the filing

Controls and procedures 1 change

3 unchanged paragraphs

There have been no changes in internal control over financial reporting during the second third quarter of 2026 that have materially affected, or are reasonably likely to materially affect, the Company s internal control over financial reporting.

Unregistered sales of stock 9 changes

The following table presents information with respect to the Company s repurchases of its common stock during the quarter ended June September 30, 2026:

4 unchanged paragraphs

April 1 - April 30, 2026 609,306 $ 246.18 609,306 $ 1,047

May 1 - May 31, 2026 293,962 $ 258.53 293,962 $ 971

June 1 - June 30, 2026 293,788 $ 251.89 293,788 $ 897

July 1 - July 31, 2026 723,044 $ 276.61 723,044 $ 697

August 1 - August 31, 2026 270,742 $ 277.01 270,742 $ 622

September 1 - September 30, 2026 894,656 $ 251.49 894,656 $ 397

Total for quarter ended June September 30, 2026 1,197,056 1,888,442 $ 250.61 1,197,056 264.77 1,888,442 (1) Excludes commissions cost.

(2) The Company has a Share Repurchase Program (the Share Repurchase Program ) under which 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. There is no stated expiration for the Share Repurchase Program. Under the Share Repurchase Program, the Company may repurchase shares from time to time, in amounts, at prices, and at such times as the Company deems appropriate, subject to market conditions, legal requirements and other considerations. The Company is not obligated to repurchase any specific number of shares or to do so at any particular time, and the Share Repurchase Program may be suspended, modified, or terminated at any time without prior notice. The Share Repurchase Program was authorized by the Company s Board of Directors in August 2021 at $1,500 million, which was increased by the Board by $2,000 million by the Board in July 2024. to a total authorization of $3,500 million. As of August 3, On October 28, 2026, the Company has approximately $697 million in Board authorization remaining available authorized an additional $5,000 million increase to the Share Repurchase Program. After giving effect to the additional $200 million share repurchases made in July through October 28, 2026, at an average price per share of $276.61, which retired the Company has approximately 0.7 $5,397 million additional shares. in Board authorization remaining available.

Exhibits 4 changes

Non-Employee Director Compensation Policy, effective January 1, 2027.

8 unchanged paragraphs

104. Cover Page Interactive Data File - the cover page from this Quarterly Report on Form 10-Q for the quarter ended June September 30, 2026, formatted in Inline XBRL (included within the Exhibit 101 attachments).

2 unchanged paragraphs

August 6, October 29, 2026 /s/ Patrick Winterlich

4 unchanged paragraphs

3 unchanged paragraphs

and 1 more change in the filing

Unchanged: Notes to the financial statements, Note B: Recently Issued Accounting Guidance, Forward-looking statements, Market risk, Risk factors

Only in this filing: Note E: Restructuring and Other Charges (Credits)

Only in the earlier filing: Note E: Restructuring and Other Credits

Compared by code from the two filings' text and XBRL. Not advice.

Similar companies

Companies of similar size in SIC 3350 and related industry codes: the same peer list as the financial tables.

Data on this page was fetched . The filing on SEC.gov is the record.