2024 ANNUAL REPORT
Leverage our differentiated technologies to reduce the carbon footprint of our
customers by delivering products that enable lighter, more fuel-efficient aircraft and commercial vehicles,
and enable sustainable power generation.
We are a company of innovators and makers.
We are transforming the future with high-performance engineered solutions
that are paired with advanced manufacturing expertise.
Who We Are
OUR VISION
HOWMET AEROSPACE
WHAT WE DO
Howmet Aerospace is a manufacturer of high-performance advanced engineered
solutions for the aerospace, defense, and transportation markets.
HOW WE OPERATE As One Team, with One Direction, using One Plan.
Value Our People
Emphasize health and safety.
Foster a “speak up” culture.
Embrace a diverse and inclusive
work environment.
Support the communities where
we operate.
Drive Operational Excellence
Lead with integrity.
Continuously improve operations.
Focus on the few things that matter.
Align to win together.
Deliver value to shareholders.
Win With Our Customers
Collaborate to solve customer
challenges.
Innovate for our customers’
success.
Deliver with quality.
Act with our customers in mind.
Copyright 2025 © Howmet Aerospace. All rights reserved.
OUR MISSION
Engine
Products
Produce components
enabling quieter, cleaner
and more fuel-efficient
aerospace engines and
industrial gas turbines.
Fastening
Systems
Make aerospace and
industrial fasteners to
hold together aircraft, jet
engines, commercial
trucks, wind turbines,
solar panels, and more.
Engineered
Structures
Manufacture advanced,
multi-material parts that
make aircraft and vehicles
lighter and more
fuel-efficient.
Forged
Wheels
Forge strong aluminum
wheels that allow
commercial trucks to run
lighter and more
fuel-efficiently.
HOWMET AEROSPACE | 2024 ANNUAL REPORT | 01
Howmet Aerospace is a leading global provider of advanced engineered
solutions for the aerospace and transportation industries.
Headquartered in Pittsburgh, Pennsylvania, the Company’s primary businesses
focus on jet engine components, aerospace fastening systems and airframe
structural components necessary for mission-critical performance and
efficiency in aerospace and defense applications, as well as forged aluminum
wheels for commercial transportation.
With approximately 1,170 granted and pending patents, the Company’s
differentiated technologies enable lighter, more fuel-efficient aircraft and
commercial trucks to operate with a lower carbon footprint.
For more information: www.howmet.com
FOLLOW @HOWMETAEROSPACE
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Billion
2024 TOTAL REVENUE
REVENUE BY MARKET SECTOR
GLOBAL PROFILE
23,930
EMPLOYEES
22
COUNTRIES
57
LOCATIONS*
2024 OVERVIEW
* Not including locations that serve as sales and administrative offices, distribution centers or warehouses.
COMMERCIAL
AEROSPACE
DEFENSE
AEROSPACE
COMMERCIAL
TRANSPORTATION
INDUSTRIAL
AND OTHER
52%
16%
15%
17%
02
2025 Howmet Aerospace
Shareholder Letter
April 9, 2025
Dear Shareholder,
Howmet Aerospace delivered excellent financial results
in 2024. Additionally, the share price of our common
stock increased 102 percent, which outpaced the 23
percent growth in the S&P 500 index.
Revenue for the full year of 2024 was approximately
$7.4 billion, up 12 percent from 2023, driven by strong
growth in all three of our aerospace segments, and we
outgrew each of our respective markets. Adjusted
EBITDA* of over $1.9 billion was up 27 percent
year-over-year and was an all-time high. Adjusted
Earnings per Share* was $2.69 per share, up 46 percent
year-over-year.
The Company’s balance sheet continues to strengthen.
Free cash flow for the year was $977 million, with a
healthy free cash flow conversion of net income
excluding special items at 88 percent, which is in-line
with our long-term target of 90 percent and reflected
the significant capital investments we are making in
the business.
We reduced debt by $365 million in the year, and
combined with other debt refinancing activity, our
actions during 2024 will reduce annualized interest
expense by approximately $37 million. Our net
debt-to-Adjusted-EBITDA* ratio was 1.4 times for the
twelve months ended December 31, 2024. Capital
expenditures in the year were $321 million, up
approximately $100 million year-over-year, as we
continued to invest for growth. We also repurchased
$500 million of common stock during 2024 and recently
announced a 25 percent increase in the quarterly
dividend on our common stock to $0.10 per share.
We deliver these superior results as we operate as one
team
focused
on
providing
customers
with
high-performance products. We do this while focusing
on our employees’ safety and development, being a
good neighbor in the communities where we operate,
being conscientious environmental stewards, and
ensuring we are making good business investments.
We seek to be reliable for our customers, suppliers,
employees and our communities.
In the commercial aerospace market, the outlook
remains healthy. Air passenger traffic continues to
grow, led more recently by Europe and Asia Pacific.
There has been some recent moderation in North
American traffic growth, driven by tariff-related and
economic
uncertainty.
Nevertheless,
Howmet
Aerospace’s engine and airframe OEM customers
continue to demonstrate growth, with record backlogs
supported by under-build of aircraft in recent years
and the desire for new, fuel-efficient aircraft with
reduced carbon emissions.
Given the easing of some production constraints at the
OEMs and in the supply chain, the commercial
aerospace industry is positioned for increased aircraft
production. We expect to see higher production
volumes in 2025, and we are positioned to support our
customers with the differentiated, mission-critical
aerospace parts that we provide. Spares growth was
significant in 2024, and we expect robust growth again
in 2025, driven by significant needs from both legacy
and current engine programs.
The defense aerospace market, for which our revenue
increased 15 percent in 2024 compared to 2023, was
also a source of strength, and we expect this
continuing into 2025 for both the F-35 aircraft and
legacy fighter programs. Defense aerospace spares
revenue growth was healthy in 2024, and we expect
this trend to continue in 2025 as the fleet of F-35
aircraft continues to expand worldwide.
We expect additional growth in our Industrial and
Other end markets, led by Industrial Gas Turbines
(IGT), as the outlook for electricity demand is increasing
JOHN C. PLANT
Executive Chairman and Chief Executive Officer
Howmet Aerospace Inc.
HOWMET AEROSPACE | 2024 ANNUAL REPORT | 03
from the significant increases in the building of data
centers. Howmet Aerospace provides critical turbine
airfoils for the IGT market, enabling better performance
and fuel efficiency of these power generating units.
Howmet Aerospace is the global market leader in
turbine blades.
The commercial truck market entered a cyclical
downturn in 2024, as expected. For 2025, we do not
expect the market to recover before mid-year 2025. A
potential increase in commercial truck builds is less
certain in the second half of the year, given tariff-related
and economic uncertainty in North America. However,
our premium products and strong market position
should allow Howmet Aerospace to continue to
outperform the overall market.
While production challenges at OEMs impacted new
aircraft build rates, engine spares continued to grow.
Total spares revenue represented approximately 17% of
total Howmet Aerospace revenue in 2024, significantly
higher than the 11% of total revenue that spares
represented in 2019. We envision spares to continue to
be healthy again in 2025 and grow towards 20 percent of
total Howmet Aerospace revenue in the coming years.
Engine Products delivered a record year. Revenue of
$3.7 billion in 2024 reflected an increase of 14 percent
year-over-year. Segment Adjusted EBITDA growth
outpaced revenue growth and was up approximately 30
percent year-over-year. Segment Adjusted EBITDA
Margin increased to 30.8 percent.
The
Engine
Products
segment
grew
employee
headcount by approximately 1,205 over the course of
2024 to support future growth. We also deployed
significant capital in the business to increase production
capacity for airfoils, with the investment supported by
long-term customer agreements.
Fastening Systems revenue of $1.6 billion in 2024
reflected an increase of 17 percent year-over-year.
Segment Adjusted EBITDA growth outpaced revenue
growth and was up approximately 46 percent
year-over-year. Segment Adjusted EBITDA Margin
increased to 25.8 percent as the Fasteners team drove
strong commercial and operational improvements in
the segment.
* See “Calculation of Financial Measures" at the end of this report for reconciliations of
non-GAAP financial measures to the most directly comparable GAAP financial
measures. Note that each of the measures, Adjusted EBITDA, Adjusted EBITDA margin,
and Adjusted Earnings per Share, excludes special items.
References to performance by Howmet Aerospace or its segments as “record” or
“all-time high” mean its best result since April 1, 2020 when Howmet Aerospace Inc.
(previously named for Arconic Inc.) separated from Arconic Corporation.
Engineered Structures revenue of $1.1 billion in 2024
reflected an increase of 21 percent year-over-year.
Segment Adjusted EBITDA growth outpaced revenue
growth and was up approximately 47 percent. Segment
Adjusted EBITDA Margin increased to 15.6 percent,
driven by commercial improvements, optimization of its
manufacturing footprint and product rationalization.
Forged Wheels revenue of $1.1 billion in 2024 was
down eight percent year-over-year due to lower
volumes in the commercial transportation market.
Despite lower volumes, the Forged Wheels team
delivered a Segment Adjusted EBITDA margin of 27.2
percent,
up
approximately
30
basis
points
year-over-year.
In closing, markets continue to be healthy, and our
strategy remains unchanged.
Focus on what we are good at to drive growth
above market rate
Prioritize major differentiated products for
resource allocation
Underpin strategy with commercial and
operational discipline
Execute a disciplined capital allocation strategy
While tariffs have increased uncertainty in the outlook,
we still expect to see increasing demand in the
commercial aerospace, defense aerospace, and data
center-driven industrial/IGT markets in 2025, as we
continue our focus on growth above the market rate.
We remain focused on delivering our differentiated,
mission-critical parts and serving as a reliable supplier
to our customers. Howmet Aerospace remains
well-positioned for a strong 2025 and beyond.
04
FINANCIAL AND OPERATING HIGHLIGHTS
(in millions, except per share amounts)
* See "Calculation of Financial Measures" at the end of this report for reconciliations of non-GAAP financial measures
to the most directly comparable GAAP financial measures.
2024 Financial Highlights
2024 REVENUE BY SEGMENT
Sales
Net income
Net income excluding special items*
Adjusted EBITDA excluding special items*
Cash provided from operations
Cash used for financing activities
Cash used for investing activities
Free cash flow*
Total assets
Common stock outstanding (on December 31)
Per common share data
Diluted earnings per share
Diluted earnings per share excluding special items*
Dividends paid per share
7,430
1,155
1,107
1,914
1,298
(1,026)
(316)
977
10,519
405
2.81
2.69
0.26
$
$
$
$
$
$
$
$
$
$
$
$
2024
6,640
765
766
1,508
901
(868)
(215)
682
10,428
410
1.83
1.84
0.17
$
$
$
$
$
$
$
$
$
$
$
$
2023
QUARTERLY FINANCIAL AND OPERATING HIGHLIGHTS (JANUARY 1, 2024 TO DECEMBER 31, 2024)
(dollars in millions)
Sales
Income before income taxes
Net income
Adjusted EBITDA margin excluding special items*
Cash provided from operations
Cash used for financing activities
Cash used for investing activities
Free cash flow*
1,824
303
243
24.0%
177
(178)
(75)
95
$
$
$
$
$
$
$
3/31/2024
1,880
334
266
25.7%
397
(123)
(54)
342
$
$
$
$
$
$
$
6/30/2024
1,835
354
332
26.5%
244
(441)
(80)
162
$
$
$
$
$
$
$
9/30/2024
1,891
392
314
26.8%
480
(284)
(107)
378
$
$
$
$
$
$
$
12/31/2024
QUARTER ENDED
50%
22%
14%
14%
2024 SALES BY REGIONAL DESTINATION
56%
33%
1%
ENGINE
PRODUCTS
AMERICAS
EUROPE
ASIA/
PACIFIC
OTHER
FORGED
WHEELS
ENGINEERED
STRUCTURES
FASTENING
SYSTEMS
10%
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For The Fiscal Year Ended December 31, 2024
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-3610
HOWMET AEROSPACE INC.
(Exact name of registrant as specified in its charter)
Delaware
25-0317820
(State of incorporation)
(I.R.S. Employer Identification No.)
201 Isabella Street, Suite 200, Pittsburgh, Pennsylvania 15212-5872
(Address of principal executive offices) (Zip code)
Investor Relations----------------(412) 553-1950
Office of the Secretary-----------(412) 553-1940
(Registrant’s telephone numbers, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, par value $1.00 per share
HWM
New York Stock Exchange
$3.75 Cumulative Preferred Stock,
par value $100.00 per share
HWM PR
NYSE American
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ✓ No .
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.
Yes No ✓.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ✓ No .
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to
Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was
required to submit such files). Yes ✓ No .
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth
company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☑
Accelerated filer ☐
Non-accelerated filer ☐
Smaller reporting company ☐
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of
its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public
accounting firm that prepared or issued its audit report. ✓
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based
compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ✓
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 $31 billion. As of
February 10, 2025, there were 405,022,519 shares of common stock, par value $1.00 per share, of the registrant outstanding.
Documents incorporated by reference.
Part III of this Form 10-K incorporates by reference certain information from the registrant’s definitive Proxy Statement for its 2025
Annual Meeting of Shareholders to be filed pursuant to Regulation 14A (Proxy Statement).
TABLE OF
CONTENTS
Page
Part I
Item 1.
Business
1
Item 1A.
Risk Factors
10
Item 1B.
Unresolved Staff Comments
16
Item 1C.
Cybersecurity
16
Item 2.
Properties
18
Item 3.
Legal Proceedings
18
Item 4.
Mine Safety Disclosures
18
Part II
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities
18
Item 6.
Selected Financial Data
21
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
22
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
36
Item 8.
Financial Statements and Supplementary Data
37
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
83
Item 9A.
Controls and Procedures
83
Item 9B.
Other Information
83
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspection
83
Part III
Item 10.
Directors, Executive Officers and Corporate Governance
83
Item 11.
Executive Compensation
83
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
85
Item 13.
Certain Relationships and Related Transactions, and Director Independence
85
Item 14.
Principal Accounting Fees and Services
85
Part IV
Item 15.
Exhibits, Financial Statement Schedules
86
Item 16.
Form 10-K Summary
93
Signatures
94
Note on Incorporation by Reference
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 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,
2024. Unless otherwise provided herein, any reference in this report to disclosures in the Proxy Statement shall constitute
incorporation by reference of only that specific disclosure into this Form 10-K.
Forward-Looking Statements
This report contains (and oral communications made by Howmet Aerospace Inc. (“Howmet”) may contain) statements that
relate to future events and expectations and, as such, constitute forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements include those containing such words as “anticipates”,
“believes”, “could”, “estimates”, “expects”, “forecasts”, “goal”, “guidance”, “intends”, “may”, “outlook”, “plans”, “projects”,
“seeks”, “sees”, “should”, “targets”, “will”, “would”, or other words of similar meaning. 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 dividends, debt issuances, debt reduction and
repurchases of its common stock. These statements reflect beliefs and assumptions that are based on Howmet’s perception of
historical trends, current conditions and expected future developments, as well as other factors Howmet believes are appropriate
in the circumstances. Although Howmet believes that the expectations reflected in any forward-looking statements are based on
reasonable assumptions, it can give no assurance that these expectations will be attained, and it is possible that actual results
may differ materially from those indicated by these forward-looking statements due to a variety of risks, uncertainties, and
changes in circumstances that are difficult to predict. 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 1A (Risk Factors), Part II, Item 7 (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 U to the Consolidated Financial Statements in Part II, Item 8. Market projections are subject to the risks discussed in
this report and other risks in the market. 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. Howmet disclaims any intention or obligation to update publicly any
forward-looking statements, whether in response to new information, future events or otherwise, except as required by
applicable law.
[This Page Intentionally Left Blank]
PART I
Item 1. Business.
General
Howmet Aerospace Inc. is a Delaware corporation with its principal office in Pittsburgh, Pennsylvania. In this report, unless the
context otherwise requires, “Howmet”, the “Company”, “we”, “us”, and “our” refer to Howmet Aerospace Inc. and its
consolidated subsidiaries.
The Company’s Internet address is https://www.howmet.com. Howmet makes available free of charge on or through its website
its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports
filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as well as proxy statements, as
soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the Securities and
Exchange Commission (“SEC”). The Company’s website is included in this annual report on Form 10-K as an inactive textual
reference only. The information on, or accessible through, the Company’s website is not a part of, or incorporated by reference
in, this annual report on Form 10-K. The SEC maintains an Internet site that contains these reports at https://www.sec.gov.
Background
As described below, Howmet Aerospace Inc. was previously named Arconic Inc. and, prior to that, Alcoa Inc., a company
formed in 1888.
The Arconic Inc. Separation Transaction. On April 1, 2020, Arconic Inc. separated its businesses (the “Arconic Inc. Separation
Transaction”) into two independent, publicly traded companies: Howmet Aerospace Inc. (the new name for Arconic Inc.) and
Arconic Corporation. Following this separation, Howmet retained the Engine Products, Fastening Systems, Engineered
Structures, and Forged Wheels businesses; and its prior Rolled Products, Aluminum Extrusions, and Building and Construction
Systems businesses were spun-off to Arconic Corporation. In connection with the Arconic Inc. Separation Transaction,
Howmet and Arconic Corporation entered into several agreements that govern their post-separation relationship.
The 2017 Reincorporation in Delaware. On December 31, 2017, Arconic Inc., then a Pennsylvania corporation, changed its
jurisdiction of incorporation from Pennsylvania to Delaware.
The Alcoa Inc. Separation Transaction. On November 1, 2016, Alcoa Inc. completed the separation of its 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 businesses. In connection with the Alcoa Inc. Separation Transaction, the two companies entered into
several agreements that govern their post-separation relationship.
Overview
Howmet is a leading global provider of advanced engineered solutions for the aerospace and transportation industries. The
Company’s primary businesses focus on jet engine components, aerospace fastening systems, and airframe structural
components necessary for mission-critical performance and efficiency in aerospace and defense applications, as well as forged
aluminum wheels for commercial transportation. Howmet’s technological capabilities support the innovation and growth of
next-generation aerospace programs. Its differentiated technologies enable lighter, more fuel-efficient aircraft and commercial
trucks to operate with a lower carbon footprint and support more sustainable air and ground transportation.
Howmet is a global company operating in 19 countries. Based upon the country where the point of shipment occurred, North
America and Europe generated 71% and 23%, respectively, of Howmet’s sales in 2024. In 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 other countries and regions, including Japan and China.
1
Description of the Business
The Company produces products that are used primarily in the aerospace (commercial and defense), commercial transportation,
and industrial and other markets. Howmet seeks to provide its customers with innovative solutions through offering
differentiated products such as airfoils with advanced cooling and coatings for extreme temperature applications; specially-
designed fasteners for lightweight composite airframe construction, reduced assembly costs, and lightning strike protection; and
lightweight aluminum commercial wheels. 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 or
through distributors.
Aerospace (Commercial and Defense) Market. Howmet’s largest market is aerospace, which represented approximately 68% of
the Company’s revenue in 2024. The Company produces a range of high performance multi-materials, highly engineered
products, and vertically integrated machined solutions for aero engines and airframe structures, ranging from investment
castings, advanced coatings, seamless rings, forgings, titanium extrusions, and titanium mill products, to fasteners that hold
aircraft together. Wingtip to wingtip, nose to tail, Howmet can produce more than 90% of all structural and rotating aero engine
components. Modernization of the commercial and defense platforms is driven by an array of challenging performance
requirements. With its precision engineering, materials science expertise, and advanced manufacturing processes, Howmet aims
to help its customers achieve greater fuel economies, reduced emissions, passenger comfort, and maintenance efficiencies.
Commercial Transportation Market. The commercial transportation market represented approximately 17% of the Company’s
revenue in 2024. The Company invented the forged aluminum truck wheel in 1948, and continues to advance technology to
deliver breakthrough solutions that make trucks and buses lighter, more fuel efficient and sharper-looking. Howmet’s forged
aluminum wheels are a leading choice for commercial trucks and mass transportation vehicles because they can reduce weight
and save fuel. The strength of the Company’s rivets, bolts and fasteners offers another light-weighting solution that delivers
performance.
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 2024.
Howmet has four reportable segments, which are organized by product on a worldwide basis: Engine Products, Fastening
Systems, Engineered Structures and Forged Wheels.
Engine Products
Engine Products utilizes advanced designs and techniques to support next-generation engine programs and produces
components primarily for aircraft engines and industrial gas turbines, including airfoils and seamless rolled rings. Engine
Products produces rotating parts as well as structural parts. Engine Products principally serves the commercial and defense
aerospace, industrial gas turbine, and oil and gas markets.
Fastening Systems
Fastening Systems produces aerospace and industrial fastening systems as well as commercial transportation fasteners and
installation tools. In addition to highly engineered aerospace fasteners with a broad range of fastening systems, the segment also
supplies the commercial transportation, renewable, and material handling industries. The business’s high-tech, multi-material
fastening systems are found nose to tail on commercial and military aircraft, as well as on jet engines, industrial gas turbines,
commercial transportation vehicles, wind turbines, solar power systems, and construction and industrial equipment.
Engineered Structures
Engineered Structures produces titanium ingots and mill products for aerospace and defense applications and is vertically
integrated to produce titanium forgings, titanium extrusions, and machining services for airframe, wing, aero-engine, and
landing gear components. Engineered Structures also produces aluminum forgings, nickel forgings, and aluminum machined
components, and assemblies for aerospace and defense applications. The principal markets served by Engineered Structures are
commercial aerospace, defense aerospace, and land and sea defense.
2
Forged Wheels
Forged Wheels manufactures lightweight, high-strength forged aluminum wheels for trucks, buses, and trailers, serving the
global transportation market. 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.
For additional discussion of each segment's business, see “Results of Operations—Segment Information” in Part II, Item 7
(Management’s Discussion and Analysis of Financial Condition and Results of Operations) and Note C to the Consolidated
Financial Statements in Part II, Item 8.
Sales by Market and Significant Customer Revenue
Sales by market for the years ended December 31, 2024, 2023, and 2022, were:
For the Year Ended
December 31,
2024
2023
2022
Aerospace - Commercial
52 %
49 %
46 %
Aerospace - Defense
16 %
15 %
16 %
Commercial Transportation
17 %
21 %
23 %
Industrial and Other(1)
15 %
15 %
15 %
(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.
In 2024, RTX Corporation and GE Aerospace each represented approximately 10% of the Company’s third-party sales. The
loss of any such significant customer could have a material adverse effect on such businesses. See Part I, Item 1A (Risk
Factors).
3
The Company's Principal Facilities(1)
Country
Facility Location
Segment
Products
Australia
Oakleigh
Fastening Systems
Fasteners
Canada
Georgetown, Ontario(2)
Engine Products
Aerospace Castings
Laval, Québec
Engine Products; Engineered
Structures
Aerospace Castings and Machining
China
Suzhou(2)
Engine Products; Fastening
Systems; Forged Wheels
Fasteners, Rings and Wheels Machining
France
Dives-sur-Mer
Engine Products
Aerospace and Industrial Gas Turbine
Castings
Evron
Engine Products
Aerospace and Specialty Castings
Gennevilliers
Engine Products
Aerospace and Industrial Gas Turbine
Castings
St. Cosme-en-Vairais(2)
Fastening Systems
Fasteners
Toulouse
Fastening Systems
Fasteners
Us-par-Vigny
Fastening Systems
Fasteners
Germany
Bestwig
Engine Products
Aerospace Castings
Erwitte
Engine Products
Machining of Aerospace Castings
Hildesheim-
Bavenstedt(2)
Fastening Systems
Fasteners
Kelkheim(2)
Fastening Systems
Fasteners
Hungary
Nemesvámos
Fastening Systems
Fasteners
Székesfehérvár
Engine Products; Forged Wheels
Aerospace and Industrial Gas Turbine
Castings and Forgings
Japan
JÔetsu City(2)
Forged Wheels
Wheels Machining
Nomi
Engine Products
Aerospace and Industrial Gas Turbine
Castings
Mexico
Ciudad Acuña(2)
Engine Products; Fastening
Systems
Aerospace Castings/Rings and Fasteners
Monterrey
Forged Wheels
Forgings
Morocco
Casablanca(2)
Fastening Systems
Fasteners
United Kingdom
Ecclesfield(2)
Engine Products
Metal, Billets
Exeter(2)
Engine Products
Aerospace and Industrial Gas Turbine
Castings and Alloy
Glossop
Engine Products
Metal, Billets
Ickles
Engine Products
Metal, Billets
Leicester(2)
Fastening Systems
Fasteners
Redditch(2)
Fastening Systems
Fasteners
Telford
Fastening Systems
Fasteners
Worcester(2)(3)
Engine Products
Aerospace and Industrial Gas Turbine
Castings Tooling
4
Country
Facility Location
Segment
Products
United States
Tucson, AZ(2)
Fastening Systems
Fasteners
Carson, CA(2)
Fastening Systems
Fasteners
City of Industry, CA(2)
Fastening Systems
Fasteners
Fontana, CA
Engine Products
Rings
Fullerton, CA(2)
Fastening Systems
Fasteners and Tooling
Rancho Cucamonga, CA
Engine Products
Rings
Torrance, CA
Fastening Systems
Fasteners
Branford, CT
Engine Products
Aerospace Coatings
Winsted, CT
Engine Products
Aerospace Machining
Savannah, GA
Engineered Structures
Forgings, Disks
La Porte, IN
Engine Products
Aerospace and Industrial Gas Turbine
Castings
Whitehall, MI
Engine Products
Aerospace and Industrial Gas Turbine
Castings and Coatings, Titanium Alloy and
Specialty Products
Washington, MO
Engineered Structures
Titanium Mill Products
Big Lake, MN
Engineered Structures
Aerospace Machining
New Brighton, MN
Engineered Structures
Aerospace Machining
Dover, NJ
Engine Products
Aerospace and Industrial Gas Turbine
Castings and Alloy
Kingston, NY(2)
Fastening Systems
Fasteners Tooling
Rochester, NY
Engine Products
Rings
Barberton, OH
Forged Wheels
Wheels Machining
Canton, OH(2)
Engineered Structures
Titanium Mill Products
Cleveland, OH
Engine Products; Engineered
Structures; Forged Wheels
Forgings, Investment Casting Equipment,
and Aerospace Components
Niles, OH
Engineered Structures
Titanium Mill Products
Morristown, TN(2)
Engine Products
Aerospace and Industrial Gas Turbine
Ceramic Products
Houston, TX(2)
Engineered Structures
Extrusions
Waco, TX(2)
Fastening Systems
Fasteners
Wichita Falls, TX
Engine Products
Aerospace and Industrial Gas Turbine
Castings
Hampton, VA(2)
Engine Products
Aerospace and Industrial Gas Turbine
Castings
Martinsville, VA
Engineered Structures
Titanium Mill Products
(1)
Principal facilities are listed by location, with certain locations having more than one facility. The list in the above
table does not include 17 locations that serve as sales and administrative offices, distribution centers or warehouses.
(2)
Leased property or partially leased property.
(3)
In October 2024, Howmet acquired Camcraft LTD.
5
Sources and Availability of Raw Materials
Important raw materials purchased in 2024 for each of the Company’s reportable segments are listed below.
Engine Products
Fastening Systems
Engineered Structures
Forged Wheels
Ceramics
Aluminum Alloys
Aluminum
Aluminum
Cobalt
Energy
Energy
Energy
Energy
Nickel Alloys and Stainless
Steels
Nickel Alloys
Nickel
Steels
Titanium Scrap
Platinum
Titanium Alloys
Titanium Sponge
Superalloy materials
Vanadium Alloys
Titanium
Generally, raw materials are purchased from third-party suppliers under competitively priced supply contracts or bidding
arrangements. The Company believes that the raw materials necessary to its business are and will continue to be available.
Patents, Trade Secrets, and Trademarks
The Company believes that its domestic and international patent, trade secret and trademark assets provide it with a significant
competitive advantage. The Company’s rights under its patents, as well as the products made and sold under them, are
important to the Company as a whole and, to varying degrees, important to each business segment. The patents owned by
Howmet generally concern particular products, manufacturing equipment, or techniques. Howmet’s business as a whole is not,
however, materially dependent on any single patent, trade secret, or trademark. As a result of product development and
technological advancement, the Company continues to pursue patent protection in jurisdictions throughout the world. As of the
end of 2024, the Company’s worldwide patent portfolio consisted of approximately 950 granted patents and 220 pending patent
applications.
The Company also has a significant number of trade secrets, mostly regarding manufacturing processes and material
compositions that give many of its businesses important advantages in their markets. The Company continues to strive to
improve those processes and generate new material compositions that provide additional benefits. With respect to domestic and
international registered trademarks, the Company has many that have significant recognition within the markets that are served.
Examples include the name Howmet® metal castings, Huck® fasteners, and Dura-Bright® wheels with easy-clean surface
treatments. 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. The Company’s rights under its trademarks are
important to the Company as a whole and, to varying degrees, important to each business segment.
Competitive Conditions
The Company’s segments - Engine Products, Fastening Systems, Engineered Structures, and Forged Wheels - are subject to
substantial and intense competition in the markets they serve. Although Howmet believes its advanced technology,
manufacturing 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.
Despite intense competition, Howmet continues as a market leader in most of its principal markets. We believe that factors such
as Howmet’s technological expertise, state-of-the-art capabilities, capacity, quality, engaged employees, and long-standing
customer relationships enable the Company to maintain its competitive position.
Principal competitors include Berkshire Hathaway Inc., through its 2016 acquisition of Precision Castparts Corporation and
subsidiaries, for titanium and titanium-based alloys, precision forgings, seamless rolled rings, investment castings, including
airfoils, and aerospace fasteners; VSMPO (Russia) for titanium and titanium-based alloys and precision forgings; Allegheny
Technologies, Inc.’s High-Performance Materials & Components segment for titanium and titanium-based alloys and precision
forgings; Lisi Aerospace (France) for aerospace fasteners; and Aubert & Duval (part of Eramet Group in France) for precision
forgings. Other competitors include Doncasters Group Ltd. (U.K.) and Consolidated Precision Products Corp. (owned by
Warburg Pincus and Berkshire Partners) for investment castings; Weber Metals (part of Otto Fuchs) for precision forgings; and
Forgital and Frisa (Mexico) for seamless rings.
Forged Wheels competes against aluminum and steel wheel suppliers in the commercial transportation industry under the
product brand name Alcoa® Wheels for the major regions that it serves (North America, Europe, Japan, China, South America,
and Australia). Its larger aluminum wheel competitors are Accuride Corporation, Speedline (member of the Ronal Group),
Nippon Steel Corporation, Dicastal, Alux, and Wheels India Limited.
6
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, India, and South Korea attempting to penetrate the global commercial transportation
market.
Several of Howmet’s largest customers have captive superalloy furnaces for producing airfoil investment castings for their own
use. Many other companies around the world also produce superalloy investment castings, and some of these companies
currently compete with Howmet in the aerospace and other markets, while others are capable of competing with the Company
should they choose to do so.
International competition in the investment castings, fasteners, rings and forgings markets may also increase in the future as a
result of strategic alliances among engine original equipment manufacturers (“OEMs”), aero-structure prime contractors, and
overseas companies, especially in developing markets, particularly where “offset” or “local content” requirements create
purchase obligations with respect to products manufactured in or directed to a particular country.
Government Regulations and Environmental Matters
Our operations and activities are global and are subject to various federal, state, local, and foreign laws, rules and regulations,
including those relating to the environment. In 2024, compliance with these laws, rules and regulations did not have a material
effect on our capital expenditures, results of operations or competitive position. Additionally, we do not currently anticipate
material capital expenditures for environmental control facilities in 2025. For a discussion of the risks associated with certain
applicable laws and regulations, see “Risk Factors.” Information relating to environmental matters is included in Note U to the
Consolidated Financial Statements in Part II, Item 8 under the caption “Environmental Matters.”
Human Capital
Howmet strives to attract, recruit, engage, develop and retain world-class talent. Our Code of Conduct describes how we lead
with integrity and work with one another while supporting our stakeholders. The Company provides competitive wages,
benefits and terms of employment.
Attracting and recruiting candidates through workforce planning, increased hiring efficiency and effective onboarding have
been a priority for the Company. New technology that increases the automation of job postings enables us to more widely
disseminate our job vacancies to various partners and job boards, including our campus recruitment platform that enables us to
proactively reach a broad talent network of students and schools across the United States. Additional technologies such as
recruiting booster text capabilities facilitate communicating with candidates quickly and efficiently. To retain new talent, the
Company offers an onboarding program to develop a sense of belonging, teamwork, and productivity. In addition to existing
training development programs for salaried employees, we have been working to extend training access using technology to our
hourly employees during 2024, piloting this technology at several locations. We believe providing employees with avenues to
new skills contributes to increased motivation and engagement, resulting in higher employee retention.
The Company enables our employees to own their development and create rewarding careers that draw on their aptitudes and
support their ambitions. Our development process framework provides tools and resources to identify career options, skills gaps
and actions they can take to progress within the Company. Using a human capital management platform, employees can build a
professional profile to share their career aspirations and learn new skills. This platform allows us to align employee goals and
growth with the Company’s future business needs so that we can pinpoint potential successor candidates and build their
readiness for their future roles. We use a data-driven approach to track how our employees are progressing through our
organization. We seek to identify high performers and support their development into potential future leaders, focusing on
providing opportunities to all individuals. A valuable component of development is Howmet’s mentoring program, which
builds readiness for future leaders. Our talent review and succession planning process is an ongoing priority and is sponsored
and led by our Chief Executive Officer with oversight by the Board of Directors.
Howmet’s strong health and safety culture empowers our employees and contractors to take personal responsibility for their
actions and the safety of their coworkers. This culture is supported by internal policies, standards, rules, and procedures that
clearly articulate our stringent requirements for working safely in all of our worldwide facilities. The Company embeds annual
health and safety goals and objectives into its operating plans to progress toward our ultimate goal of zero incidents. 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.
Employees
Total worldwide employment at the end of 2024 was approximately 23,930 employees in 22 countries.
7
Approximately 3,500 employees, or 25% of the U.S. workforce, are represented by labor unions in the United States. Within
the United States, there are eight collective bargaining agreements with varying expiration dates between Howmet and various
labor unions. Of these eight, the largest workforce covered under a collective bargaining agreement is between Howmet and the
United Autoworkers (“UAW”) at our Engine Products facility in Whitehall, Michigan. The current agreement, which covers
approximately 1,450 employees, expires on April 1, 2028. The second largest workforce of approximately 700 employees
within our Engineered Structures and Forged Wheels segments is covered under a five-year collective bargaining agreement
reached in March 2024 between Howmet and the UAW at our Cleveland, Ohio location, which expires in February 2029. The
Company’s next significant plant collective bargaining agreement in the U.S. expires in 2027. On a regional basis, collective
bargaining agreements with varying expiration dates cover employees in Europe, North America, South America, and Asia. The
Company believes that it has positive relationships with its employees and any respective labor union representatives.
Executive Officers of the Registrant
The names, ages, positions, and areas of responsibility of the executive officers of the Company as of February 13, 2025 are
listed below. The Company’s executive officers are annually appointed to serve until the next annual meeting of the Board of
Directors (held in conjunction with the annual meeting of shareholders), except in the case of earlier death, retirement,
resignation or removal.
Michael N. Chanatry, 64, Vice President and Chief Commercial Officer. Mr. Chanatry was initially elected Vice President and
Chief Commercial Officer of Howmet effective May 16, 2018. Prior to joining Howmet, from 2015 to April 2018, he was Vice
President of Supply Chain for General Electric’s Power Division. Mr. Chanatry served as General Manager of Supply Chain for
General Electric Appliances from 2013 to 2015; and General Electric Aviation Systems from 2009 to 2013. Prior to his
leadership roles at General Electric Power, General Electric Appliances and General Electric Aviation Systems, Mr. Chanatry
held numerous positions within the General Electric Aviation & Aerospace divisions, as well as at Lockheed Martin from 1983
to 2009.
Ken Giacobbe, 59, Executive Vice President and Chief Financial Officer. Mr. Giacobbe was initially elected Executive Vice
President and Chief Financial Officer of Howmet effective November 1, 2016. Mr. Giacobbe joined Howmet in 2004 as Vice
President of Finance for Global Extruded Products, part of Alcoa Forgings and Extrusions. He then served as Vice President of
Finance for the Company’s Building and Construction Systems business from 2008 until 2011. In 2011, he assumed the role of
Group Controller for the Engineered Products and Solutions segment. From January 2013 until October 2016, Mr. Giacobbe
served as Chief Financial Officer of the Engineered Products and Solutions segment. Before joining Howmet, Mr. Giacobbe
held senior finance roles at Avaya and Lucent Technologies.
Lola F. Lin, 50, Executive Vice President, Chief Legal and Compliance Officer and Secretary. Ms. Lin was initially elected
Executive Vice President, Chief Legal Officer and Secretary of Howmet effective June 28, 2021. Prior to joining Howmet, she
served as Senior Vice President and General Counsel of Airgas, Inc. from 2016 to May 2021. Prior to her time at Airgas, Ms.
Lin held various legal roles at Air Liquide USA LLC from 2007 to 2016, including as Vice President and Deputy General
Counsel. Prior to her roles at Airgas Inc. and Air Liquide, Ms. Lin held roles at Dell Inc., Sutherland Asbill & Brennan LLP and
Locke Liddell & Sapp LLP.
Neil E. Marchuk, 67, Executive Vice President, Chief Human Resources Officer. Mr. Marchuk was initially elected Executive
Vice President and Chief Human Resources Officer of Howmet effective March 1, 2019. He served as Interim President,
Engineered Structures, from October 2023 to April 2024; and Interim President, Fastening Systems, from November 2022 to
May 2023. Prior to joining Howmet, from January 2016 to February 2019, he was Executive Vice President and Chief Human
Resources Officer at Adient, an automotive manufacturer. From July 2006 to May 2015, Mr. Marchuk was Executive Vice
President of Human Resource at TRW Automotive, and served as TRW’s Vice President, Human Resources from September
2004 to July 2006. Prior to joining TRW, from December 2001 to August 2004, Mr. Marchuk was Director, Corporate Human
Resources for E.I. Du Pont De Nemours and Company (“E.I. Du Pont”). From September 1999 to November 2001, Mr.
Marchuk was Director, Global HR Delivery for E.I. Du Pont. From February 1999 to August 1999, Mr. Marchuk served E.I. Du
Pont as its Global HR Director, Global Services Division.
John C. Plant, 71, Executive Chairman and Chief Executive Officer. Mr. Plant was appointed Howmet’s Chief Executive
Officer effective October 14, 2021, and was Co-Chief Executive Officer from April 2020 to October 2021. From February 2019
to April 2020, he was the Chief Executive Officer of Arconic Inc., as the Company was then known prior to its separation. He
has served as chairman of Howmet's Board of Directors since October 2017 and as a member of the Board since February 2016.
Mr. Plant previously served as Chairman of the Board, President and Chief Executive Officer of TRW Automotive from 2011
to 2015, and as its President and Chief Executive Officer from 2003 to 2011. TRW Automotive was acquired by ZF
Friedrichshafen AG in May 2015. Mr. Plant was a co-member of the Chief Executive Office of TRW Inc. from 2001 to 2003
and an Executive Vice President of TRW from 1999 (when the company acquired Lucas Varity) to 2003. Prior to TRW, Mr.
Plant was President of Lucas Varity Automotive and managing director of the Electrical and Electronics division from 1991
through 1997.
8
Barbara L. Shultz, 51, Vice President and Controller. Ms. Shultz was initially elected Vice President and Controller of
Howmet effective May 25, 2021. Ms. Shultz joined Howmet in 2005 and served in numerous financial accounting positions
until 2012 when she was appointed Director of Finance for the Company’s Alcoa Wheel and Transportation Products business.
She then served as Director of Compliance for the Company’s then Structures business from July 2015 to February 2019,
Director of Compliance from February 2019 to June 2020, and Assistant Controller from June 2020 to May 2021. Prior to
joining Howmet, Ms. Shultz held several roles at PricewaterhouseCoopers LLP from 1995 to 2005.
9
Item 1A. Risk Factors.
Howmet’s business, financial condition, and results of operations may be impacted by a number of factors. In addition to the
factors discussed elsewhere in this report, the following risks and uncertainties could materially harm the Company’s business,
results of operations, financial condition and/or cash flows, including causing its actual results to differ materially from those
projected in any forward-looking statements. The following list of risk factors is not all-inclusive or necessarily in order of
importance. Additional risks and uncertainties not presently known to Howmet or that Howmet currently deems immaterial
may also adversely affect the Company materially in future periods.
Risks Related to Our Business and Operations
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 conditions and regulations.
Howmet is subject to cyclical fluctuations in global economic conditions and lightweight metals end-use markets. Howmet sells
many products to industries that are cyclical, such as the aerospace and commercial transportation industries, and the demand
for our products is sensitive to, and quickly impacted by, demand for the finished goods manufactured by our customers in
these industries, which may change as a result of changes in regional or worldwide economies, currency exchange rates, interest
rates, inflation, energy prices or other factors beyond our control. In particular, Howmet derives a significant portion of our
revenue from products sold to the aerospace industry, which is cyclical and reflective of changes in the general economy. The
commercial aerospace industry is historically driven by the demand from commercial airlines for new aircraft and spare parts.
Demand for commercial aircraft and spare parts is influenced by airline industry profitability, trends in domestic and global
airline passenger traffic, the state of U.S., regional and world economies, the ability of aircraft purchasers to obtain required
financing and numerous other factors. Changes and uncertainties in the timing and level of future aircraft production by OEMs
may cause our future results to differ from prior periods due to changes in the Company’s product mix. The defense aerospace
cycle is highly dependent on U.S. and foreign government 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, 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. The demand for Howmet’s
commercial transportation products is driven by the number of vehicles produced by commercial transportation manufacturers.
Commercial transportation sales and production are affected by many factors, including the age of the vehicle fleet, labor
relations issues, fuel prices, regulatory requirements, government initiatives, trade agreements, and levels of competition.
Geopolitical tensions, conflicts, and wars have impacted, and may in the future impact, global energy markets, leading to high
volatility and increasing prices for crude oil, natural gas, and other energy supplies. Energy costs impact operating expenses at
our manufacturing facilities, the expense of shipping raw materials to our facilities, and the expense of shipping products to our
customers. The costs of certain raw materials (including, but not limited to, nickel, titanium, aluminum, cobalt, and superalloy
materials) necessary for the manufacture of Howmet’s products and other manufacturing and operating costs are influenced by
market forces, including inflation, supply and demand, and shortages. For example, as the Russia-Ukraine conflict continues,
global titanium prices may continue to fluctuate or increase. Our customers’ failure to return titanium revert (reusable scrap) to
Howmet can result in an increase of the amount of titanium purchased at inflated costs. 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. Inflation worldwide and in the United States has resulted in an increase in the costs of materials and
labor. While we generally 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. Additionally, we may not be able to increase the prices of our products due to competitive pricing
pressure and other factors. If the Company is unable to 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.
Howmet is unable to predict the future course of industry variables, the strength of the U.S., regional or global economies, or
the effects of government actions. Negative economic conditions, such as a major economic downturn or recession, continued
inflation, changes in the global trade landscape or disruptions in the financial markets, could have a material adverse effect on
Howmet’s business, financial condition, or results of operations.
10
A material disruption of, or manufacturing difficulties at, Howmet’s manufacturing operations could adversely affect
Howmet’s business.
If Howmet’s operations, particularly 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 shortages, or other reasons, Howmet may be unable to effectively meet its
obligations to, or demand from, its customers. In addition, the manufacture of many of Howmet’s products is a complex
process. 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
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.
Interruptions in production capability could increase Howmet’s costs and reduce its sales, including causing the Company to
incur costs for premium freight, make substantial capital expenditures, or purchase alternative material at higher costs to fulfill
customer orders. Additionally, a delivery delay by us due to production interruptions could subject us to liability from customer
claims that such delay resulted in losses to the customer. Furthermore, product manufacturing or performance issues could
result in recalls, customer penalties, contract cancellation, and product liability exposure in addition to a material adverse effect
on our business, financial condition or results of operations. Because of approval, 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.
Howmet is dependent on a limited number of suppliers for materials and services essential to our operations, including
raw materials, and supply chain disruptions could have a material adverse effect on our business.
Howmet has supply arrangements with suppliers for various materials and services, including raw materials. We maintain
annual or long-term contracts for a majority of our supply requirements, and, for the remainder, we depend on spot purchases.
There can be no assurance that we will be able to renew, or obtain replacements for, any of our long-term contracts when they
expire on terms that are as favorable as our existing agreements, or at all. For certain raw materials and services, we depend on
a number of limited source or sole source suppliers, such as for titanium sponge and specialized metal alloys. 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 quantities, at prices that are favorable to us or in a timely manner. Howmet could also have
exposure if a key supplier is unable to deliver sufficient quantities of a necessary material on a timely basis. Several of our
suppliers have 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 were to continue or escalate, it could result in an adverse impact
on our business. Because of approval, license and qualification requirements applicable to manufacturers and/or their suppliers,
sources of alternatives to mitigate supply disruptions may not be readily available to Howmet. Any delay in supply from these
suppliers could prevent us from meeting customer demand for our products. The availability and costs of certain raw materials
necessary for the production of Howmet’s products may also be influenced by private or government entities, including as a
result of changes in geopolitical conditions or regulatory requirements, labor relations between the producers and their work
forces, and unstable governments in exporting nations. Any of the foregoing supply chain disruptions or those due to trade
barriers, business continuity, quality, cyberattacks, transportation, delivery or logistics challenges, weather, natural disaster,
war, or pandemic events could adversely affect Howmet’s business, results of operations or financial condition.
Howmet’s business depends, in part, on its ability to successfully meet program demand, production targets, and
commitments.
Howmet is currently under contract to supply components for a number of existing and new commercial, general aviation,
military aircraft, and aircraft engine programs. Many of these contracts contemplate production increases over the next several
years. 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 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 operations, or competitive position.
Failure to attract and retain a qualified workforce and key personnel or to provide adequate succession planning could
adversely affect Howmet’s operations and competitiveness.
Howmet’s global operations require qualified and skilled personnel with relevant industry and technical experience.
Additionally, the increase in aerospace demand requires the Company to successfully recruit, train, and retain new workers and
talent. Shortages in certain skills, in areas such as engineering, 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, recruiting, or training costs to attract and retain
personnel. If the Company fails to attract, train, develop, and retain a global workforce with the skills and in the locations we
11
need to operate and grow our business, our business and operations could be adversely impacted. Furthermore, the continuity of
key personnel and the preservation of institutional knowledge are vital to the success of the Company’s growth and business
strategy. 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 plans, and erode Howmet’s
competitiveness.
Howmet could be adversely affected by the loss of key customers or significant changes in the business or financial
condition of its customers.
Howmet has long-term contracts with a significant number of its customers, some of which are subject to renewal,
renegotiation, or re-pricing at periodic intervals or upon changes in competitive supply conditions. 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 downturn, adverse
development or deterioration in the business or financial condition of a key customer, or the loss of a key customer, could
adversely affect Howmet’s financial results. 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. Howmet’s customers may experience delays in the launch of new products, labor strikes, diminished
liquidity or credit unavailability, weak demand for their products, decreases in production rates due to regulatory investigations
or otherwise, supply chain constraints or other difficulties in their businesses. Howmet’s customers may also change their
business strategies or modify their business relationships with Howmet, including to reduce the amount of Howmet’s products
they purchase, to switch to alternative suppliers, or to enter into the markets themselves to compete with Howmet. If Howmet’s
customers reduce, terminate or delay purchases from Howmet due to the foregoing factors or otherwise and Howmet is
unsuccessful in enforcing its contract rights or replacing such business in whole or in part or replaces it with less profitable
business, our financial condition and results of operations may be adversely affected.
Howmet’s products are used in a variety of military applications, including military aircraft. 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 condition, or results of operations.
Information technology system failures, 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 events such as fires, floods, earthquakes, tornadoes, hurricanes, acts
of war, or terrorism; and usage errors by employees. If Howmet’s information technology systems are damaged or cease to
function properly, the Company may have to make a significant investment to fix or replace them, and Howmet may suffer loss
of critical data and interruptions or delays in its operations. 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 condition, or results of operations.
Increased global cybersecurity vulnerabilities, threats, and more sophisticated and targeted cyberattacks pose a risk to the
security of our systems and networks, and the confidentiality, availability, and integrity of our data, as well as those of our
customers, suppliers, and other counterparties. The Company believes that it faces threats of cyberattacks due to the industries it
serves, the locations of its operations, and its technological innovations. The Company has experienced cybersecurity attacks in
the past, including breaches of its information technology systems in which information was taken, and may experience them in
the future, potentially with more frequency or sophistication. Although past attacks did not result in known losses of any critical
data or have a material impact on Howmet’s financial condition or results of operations, the scope and impact of any future
incident cannot be predicted. 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.
While the Company continually works to safeguard its systems and mitigate potential risks, there is no assurance that such
actions will be sufficient to prevent cybersecurity incidents that manipulate or improperly use the Company’s systems or
networks, compromise confidential, personal or otherwise protected information, destroy or corrupt data, block access to its
systems, or otherwise disrupt its operations. 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 liability,
12
and increased remediation costs, any of which could have a material adverse effect on its financial condition and results of
operations.
Howmet faces significant competition, which may have an adverse effect on profitability.
As discussed in “Competitive Conditions” in Part I, Item 1 (Business) of this report, the markets for Howmet’s products are
highly competitive. Howmet’s competitors include a variety of both U.S. and non-U.S. companies in our product markets,
which could include existing customers. New entrants in our markets, new product offerings, new and/or emerging technologies
in the marketplace, or new facilities may compete with or replace Howmet products. 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
condition, or results of operations. Howmet’s competitive position and future performance depend, in part, on the Company’s
ability to develop and innovate products, deploy technology initiatives, and implement advanced manufacturing technologies.
While Howmet intends to continue to develop innovative new products and services, it may not be able to successfully
differentiate its products or services from those of its competitors or achieve and maintain technological advantages.
In addition, Howmet may face increased competition due to industry consolidation. Companies that are strategic partners in
some areas of Howmet’s business may acquire or form alliances with Howmet’s competitors, thereby reducing their business
with Howmet. Industry consolidation may result in stronger competitors who are better able to obtain favorable terms from
suppliers or who are better able to compete as sole-source vendors for customers. 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
reduced demand for Howmet’s products if a combined entity replaces Howmet with a Howmet competitor with which it had
prior relationships. The result of these circumstances could have a material adverse effect on Howmet’s business, operating
results and financial condition.
Howmet’s global operations expose Howmet to risks that could adversely affect its business, financial condition, results
of operations or cash flows, or the market price of its securities.
Howmet has operations or activities in numerous countries and regions outside the United States, including Europe, Mexico,
China, and Japan. As a result, Howmet’s global operations are affected by economic, political, legal, and other conditions in the
United States and foreign countries in which Howmet does business, including (i) economic and commercial instability risks,
including changes in local government laws, regulations and policies, such as those related to tariffs, sanctions and trade
barriers, taxation, exchange controls, employment regulations, and repatriation of assets or earnings; (ii) geopolitical risks such
as political instability, civil unrest, expropriation, nationalization of properties by a government, imposition of sanctions, and
renegotiation or nullification of existing agreements; (iii) wars such as those in Ukraine and the Middle East, cyber threats,
terrorist activities, or other dangerous conditions; (iv) compliance with applicable U.S. and foreign laws, including antitrust and
competition regulations, the Foreign Corrupt Practices Act and other anti-bribery and corruption laws, and laws concerning
trade, including the International Traffic in Arms Regulations, the Export Administration Regulations, and the sanctions,
regulations and embargoes administered by the U.S. Department of Treasury’s Office of Foreign Assets Control; (v) aggressive,
selective or lax enforcement of laws and regulations by foreign governmental authorities; (vi) exposure to fluctuations in
foreign currency exchange rates and interest rates, as well as inflation, economic factors, and currency controls in the countries
in which it operates; and (vii) major public health issues, such as an outbreak of a pandemic or epidemic. Although the effect of
any of the foregoing factors is difficult to predict, any one or more of them could adversely affect Howmet’s business, financial
condition, or results of operations.
Risks Related to Liquidity and Capital Resources
A decline in Howmet’s financial performance or outlook could negatively impact its credit profile, its access to capital
markets and its borrowing costs.
A decline in the Company’s financial performance or outlook due to internal or external factors, such as macroeconomic
conditions, a deterioration in the Company’s financial metrics or a contraction in the Company’s liquidity, could adversely
affect the Company’s credit ratings and its access to the capital or credit markets on terms and conditions that the Company
finds acceptable. Credit ratings may be revised or revoked at any time at the sole discretion of the credit rating organizations. A
downgrade of Howmet’s credit ratings could result in negative consequences, including limiting its ability to obtain future
financing on favorable terms, if at all, increasing borrowing costs and credit facility fees, triggering collateral postings, and
adversely affecting the market price of Howmet securities. For information on our credit ratings, see “Liquidity and Capital
Resources” in Part II, Item 7 (Management’s Discussion and Analysis of Financial Condition and Results of Operations).
Limitations on Howmet’s ability to access global capital markets, a reduction in Howmet’s liquidity or an increase in borrowing
costs could materially and adversely affect Howmet’s ability to maintain or grow its business, which in turn may adversely
affect its financial condition, liquidity and results of operations.
13
An adverse decline in the liability discount rate, lower-than-expected investment return on pension assets, and other
factors could adversely affect Howmet’s results of operations or amount of pension funding contributions in future
periods.
Howmet’s results of operations may be negatively affected by the amount of expense Howmet records for its pension and other
postretirement benefit plans, by reductions in the fair value of plan assets and by other factors. Howmet calculates income or
expense for its plans using actuarial valuations in accordance with accounting principles generally accepted in the United States
of America. These valuations reflect assumptions about financial market and other economic conditions, which may change due
to changes in key economic indicators. The most significant year-end assumptions used by Howmet to estimate pension or
other postretirement benefit income or expense for the following year are the discount rate applied to plan liabilities and the
expected long-term rate of return on plan assets. In addition, Howmet is required to make an annual measurement of plan assets
and liabilities, which may result in a significant charge to shareholders’ equity. For a discussion regarding how Howmet’s
financial statements can be affected by pension and other postretirement benefits accounting policies, see “Critical Accounting
Policies and Estimates—Pension and Other Postretirement Benefits” in Part II, Item 7 (Management’s Discussion and Analysis
of Financial Condition and Results of Operations) and Note G to the Consolidated Financial Statements in Part II, Item 8.
Adverse capital market conditions could result in reductions in the fair value of plan assets and increase the Company’s
liabilities related to such plans. Additionally, unpredictable future declines in the discount rate or lower-than-expected
investment returns on plan assets could lead to a decline in the plans’ funded status and result in higher than expected pension
contributions. The foregoing factors may adversely affect the Company’s financial condition, liquidity, and results of
operations.
Dividends and share repurchases fall within the discretion of our Board of Directors and depend on a number of factors.
Share repurchases and the declaration of dividends fall within the discretion of Howmet’s Board of Directors (the “Board”), and
the Board’s decision regarding such matters depends on many factors, including Howmet’s financial condition, earnings, capital
requirements, debt service obligations, covenants associated with certain of the Company’s debt obligations, industry practice,
legal requirements, regulatory constraints, and other factors that the Board deems relevant. There can be no assurance that the
Company will declare dividends or repurchase stock in the future in any particular amounts, or at all. 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.
Risks Related to Legal and Regulatory Matters
Howmet may be exposed to significant legal proceedings, investigations, or changes in U.S. federal, state, or foreign law,
regulation, or policy.
The manufacture and sale of our products expose Howmet to potential product liability, personal injury, property damage, and
related claims. In the event that a Howmet product fails to perform as expected, regardless of fault, or is used in an unexpected
manner, and such failure or use results in, or is alleged to result in, bodily injury and/or property damage or other losses,
Howmet may be subject to product liability lawsuits and other claims, or may participate in a recall or other corrective action
involving such product. In addition, if a Howmet product is perceived to be defective or unsafe, Howmet’s sales could decrease,
its reputation could be adversely impacted and Howmet could be exposed to government investigations or regulatory
enforcement actions. Howmet is also subject to a variety of global legal and regulatory compliance risks in connection with its
business and products. These risks include, among other things, potential claims, class action lawsuits or compliance issues,
including those relating to securities laws, employment laws, intellectual property rights, cyber, security and privacy, insurance,
commercial matters, antitrust and competition, human rights, third-party relationships, ESG (including climate-related/
sustainability and other) rules and regulations, supply chain operations, and the manufacture and sale of products. An adverse
outcome in one or more of proceedings or investigations, or unfavorable changes in laws, regulations or policies, or other
contingencies that the Company cannot predict with certainty, could have a material adverse effect on the Company’s financial
condition, results of operations, or cash flows, including reputational harm, loss of customers, and substantial monetary
damages and/or non-monetary penalties. For additional information regarding the legal proceedings involving the Company,
see Note U to the Consolidated Financial Statements in Part II, Item 8.
Our business may be adversely affected if we fail to comply with government contracting regulations.
We derive a portion of our revenue from sales to U.S. and foreign governments and their respective agencies. Such contracts
are subject to various procurement laws and regulations and contract provisions relating to their formation, administration, and
performance. Compliance with new laws and regulations or changes to existing ones (including, but not limited to, those related
to subcontracting, cybersecurity, and specialty metals) can increase our risks and/or costs. Failure to comply with these laws,
regulations or provisions in our government contracts could result in the imposition of various civil and criminal penalties,
termination of contracts, forfeiture of profits, suspension of payments, increased pricing pressure, or suspension from future
government contracting. If our government contracts are terminated, if we are suspended from government work, or if our
14
ability to compete for new contracts is adversely affected, our financial condition and results of operation could be adversely
affected.
Howmet may face challenges to its intellectual property rights which could adversely affect the Company’s reputation,
business, and competitive position.
Howmet owns important intellectual property, including patents, trademarks, copyrights, and trade secrets. The Company’s
intellectual property plays an important role in maintaining Howmet’s competitive position in a number of the markets that the
Company serves. Howmet’s competitors may develop technologies that are similar or superior to Howmet’s proprietary
technologies, or design around the patents Howmet owns or licenses. Despite its controls and safeguards, Howmet’s technology
may be misappropriated by its employees, its competitors or other third parties. The pursuit of remedies for any
misappropriation of Howmet intellectual property is expensive and the ultimate remedies may be deemed insufficient. Further,
in jurisdictions where the enforcement of intellectual property rights is less robust, the risk of misappropriation of Howmet
intellectual property increases, despite efforts the Company undertakes to protect it. Developments or assertions by or against
Howmet relating to intellectual property rights, and any inability to protect or enforce Howmet’s rights sufficiently, could
adversely affect Howmet’s business and competitive position.
Unanticipated changes in Howmet’s tax provisions or exposure to additional tax liabilities could affect Howmet’s future
profitability.
Howmet is subject to income taxes in both the United States and various non-U.S. jurisdictions. Its domestic and international
tax liabilities are dependent upon the distribution of income among these different jurisdictions. Changes in applicable domestic
or foreign tax laws and regulations, including enactment of the Organization for Economic Cooperation and Development’s
Pillar 2 framework, or their interpretation and application, including the possibility of retroactive effect, could affect the
Company’s tax expense and profitability. Howmet’s tax expense includes estimates of additional tax that may be incurred for
tax exposures and reflects various estimates and assumptions. The assumptions include assessments of future earnings of the
Company that could impact the valuation of its deferred tax assets. The Company’s future results of operations could be
adversely affected by changes in the effective tax rate as a result of a change in the mix of earnings in countries with differing
statutory tax rates, changes in the overall profitability of the Company, changes in tax legislation and rates, changes in generally
accepted accounting principles, changes in the valuation of deferred tax assets and liabilities, the results of tax audits, and
examinations of previously filed tax returns or related litigation and continuing assessments of its tax exposures.
Labor disputes and other employee relations issues could adversely affect Howmet’s business, financial condition, or
results of operations.
A significant portion of Howmet’s employees are represented by labor unions in the United States and other countries under
various collective bargaining agreements, each with varying durations and expiration dates. For more information, see
“Employees” in Part I, Item 1 (Business) of this report. Howmet may not be able to negotiate successor collective bargaining
agreements upon expiration without a risk of labor disputes, including strikes or work stoppages, or we may be unable to
renegotiate such contracts on favorable terms. Labor organizations may attempt to organize groups of additional employees
from time to time, and potential changes in labor laws could make it easier for them to do so. Howmet may also be subject to
general country strikes or work stoppages unrelated to its business or collective bargaining agreements. If we experience any
extended interruption of operations at any of our facilities as a result of labor disputes, strikes, or other work stoppages, our
business, financial condition, or results of operations could be adversely affected.
Howmet is exposed to environmental, health, and safety risks and is subject to a broad range of health, safety, and
environmental laws and regulations which may result in substantial costs and liabilities.
Howmet and its worldwide operations, as well as its customers and suppliers, are subject to numerous complex and increasingly
stringent health, safety, and environmental laws and regulations. The costs of complying with such laws and regulations, as well
as participation in assessments and cleanups of sites, and internal voluntary programs, have been, and in the future could be,
significant. Environmental matters for which Howmet may be liable may arise in the future at its present sites, at sites owned or
operated by its predecessors or affiliates, at sites that it may acquire in the future, or at third-party sites used by Howmet, its
predecessors or affiliates for material and waste handling and disposal. Compliance with health, safety, and environmental laws
and regulations, including increased indirect costs resulting from our suppliers incurring additional compliance costs that are
passed on to us, and remediation obligations, may impact Howmet’s results of operations or liquidity.
In addition, the industrial activities conducted at Howmet’s facilities present a significant risk of injury or death to our
employees or third parties that may be on site. Our operations are subject to regulation by various federal, state, and local
agencies in the United States, including the Occupational Safety and Health Administration, and regulation by foreign
government entities abroad responsible for employee health and safety. Material liabilities relating to injury, death, or other
workers’ compensation claims could have a material adverse effect on our results of operations and financial condition or result
in negative publicity and/or significant reputational harm.
15
Howmet may be affected by global climate change or by legal, regulatory, customer, or supplier responses to such
change.
Increased concern over climate change has led to new and proposed legislative and regulatory initiatives, such as cap-and-trade
systems and additional limits on emissions of greenhouse gases, which in turn may trigger customer decarbonization
requirements. New or revised laws, regulations, and policies in this area and customer decarbonization requirements could
directly and indirectly affect Howmet and its customers and suppliers, including by increasing the costs of production or
impacting demand for certain products, which could result in an adverse effect on our financial condition, results of operations,
and cash flows. Additionally, Howmet and its customers and suppliers utilize natural gas, electricity and other fuels to operate
their facilities. Significant increased energy costs and/or costs to transition to renewable energy sources, as a result of new laws,
such as carbon pricing or product energy efficiency requirements, or as a result of customer requirements, could be passed
along to the Company and its suppliers. Compliance with any new or more stringent laws or regulations, or stricter
interpretations of existing laws, could require additional expenditures by the Company or its customers or suppliers.
Physical risks associated with climate change may result in an increase of the exposure to, and impact of, events with damage
due to flooding, extreme winds, and extreme precipitation for Howmet locations or those of its suppliers or customers.
Prolonged periods of drought may result in wildfires and/or restrictions on process water use. These climate-related impacts
may have an adverse effect on production capacity of Howmet sites or those of its suppliers or customers. These types of
incidents could have a material adverse effect on our results of operations and financial condition.
With respect to the various transaction agreements that the Company entered into in connection with its separation
transactions, if the counterparties fail to meet their obligations or if we have material indemnification obligations under
such agreements, our business, results of operations, and financial condition may be materially adversely affected.
In connection with our separation transactions, we entered into various agreements with Arconic Corporation and Alcoa
Corporation, including respective Separation and Distribution agreements pursuant to which Arconic Corporation and Alcoa
Corporation agreed to indemnify us for certain liabilities, and we agreed to indemnify those parties for certain liabilities. We
rely on these parties to satisfy their performance and payment obligations under these agreements. If either party is unable or
unwilling to satisfy its obligations under its applicable agreements, we could incur operational difficulties and/or material
losses. The indemnities that we are required to provide Alcoa Corporation and Arconic Corporation under these agreements are
currently not material. If either Alcoa Corporation or Arconic Corporation is not able to fully satisfy its indemnification
obligations to us, we may be required to bear such losses. Each of these risks could negatively affect our business, results of
operations, and financial condition.
Item 1B. Unresolved Staff Comments.
None.
Item 1C. Cybersecurity
Cybersecurity is a critical component of the Company’s overall enterprise risk management program. Howmet has implemented
a framework of principles, policies, and technology designed to protect our systems and data from cybersecurity threats. The
Company’s Board of Directors (the “Board”), through its Cybersecurity Committee, is actively engaged in overseeing and
reviewing the Company’s cybersecurity programs and risk management. Although past cybersecurity incidents did not have a
material impact on the Company, including our strategy, financial condition, or results of operations, the scope and impact of
any future cybersecurity threat or incident cannot be predicted. See Part I, Item 1A. (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
alignment with cybersecurity standards published by the National Institute of Standards and 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. We deploy and operate preventive and detective controls and processes to mitigate cybersecurity threats,
including monitoring our network for known vulnerabilities and signs of unauthorized attempts to access our data and systems.
Our approach includes conducting internal vulnerability assessments, external penetration testing, and attack simulation. In
addition, the Company subscribes to third-party managed security service providers that continuously monitor the Company’s
systems to assist with early cybersecurity threat detection and protection. Howmet conducts cybersecurity risk assessments of
key vendors and other counterparties for any potential risks. Risk-based action plans are further developed to take into account
evolving threats, which result in recommendations for new protocols and infrastructure. The Company has a robust program of
employee education on the prevention of unauthorized access to Company information and systems.
The Company's cybersecurity risk management is integrated in our overall risk management processes. Our enterprise risks,
including cybersecurity risks, are reviewed on a biannual basis. The review involves participation and engagement by, among
16
others, subject matter experts like the Company’s Chief Information Security Officer (“CISO”) and Chief Information Officer
(“CIO”), representatives of the Company’s business segments, and executive management. Mitigation plans are deployed
across the Company with cross-functional collaboration as applicable. Enterprise risk management is reviewed with the Board
annually.
In the event of a potential material cybersecurity incident or ransomware demand, Howmet has adopted a policy to respond to
such event, which includes protocols and procedures to, among other things, escalate the incident or demand, form a core cross-
functional response leadership team (including the CISO and CIO) to assess severity, formulate response and remediation, and
determine any required reporting or notifications.
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. The Cybersecurity Committee assists the Board in its oversight of the
Company’s cybersecurity programs and risks. Its responsibilities include reviewing the state of the Company’s cybersecurity,
its strategy, policies, and procedures to mitigate cybersecurity risks, and any significant cybersecurity incidents. The Committee
also considers the cybersecurity threat landscape and the impact of emerging cybersecurity developments and regulations that
may affect Howmet. The Cybersecurity Committee currently comprises three members and meets at least quarterly with
members of management, including the CISO and CIO. The Cybersecurity Committee may, from time to time, invite third-
party advisors and experts as it deems appropriate. Pursuant to guidelines adopted by the Cybersecurity Committee,
management is required to report immediately to the Chair of the Cybersecurity Committee upon the occurrence of certain
cybersecurity incidents and ransomware demands. The Cybersecurity Committee reports to the full Board after each of its
meetings and as needed regarding the cybersecurity risks, incidents, and other matters reviewed and considered by the
Committee. The Company’s CISO leads management’s assessment, prevention, and management of cybersecurity risks. The
CISO reports to the CIO who has responsibility for the usability, implementation, and management of our information and
computing systems. Both bring to their roles extensive experience in information technology and cybersecurity:
•
The Company’s CISO joined the Company in 2022. The CISO has over 20 years of experience in information
technology, cybersecurity and physical security management, including as Cybersecurity Operations Director at
United States Steel Corporation (2020-2022); Director, Global Information Security and Compliance at Kennametal,
Inc. (2018-2020); and Global Chief Information Security Officer/HIPAA Security Officer at Westlake Chemical
(2013-2017). 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 University and is a Certified
Systems Security Professional.
•
The Company’s CIO joined the Company in 2021. The CIO has over 20 years of experience in information
technology, including, most recently, as Vice President Global IT and Chief Information Officer at Varroc Lighting
Systems (2018-2021) and Chief Information Officer at AM General LLC (2016-2018). The CIO holds a Bachelor of
Engineering degree in Industrial Engineering from Universidad de Lima.
17
Item 2. Properties.
Howmet’s principal office and corporate center is located at 201 Isabella Street, Suite 200, Pittsburgh, Pennsylvania
15212-5872. In the second quarter of 2022, the Company sold this property and entered into a 12-year lease with the purchaser
for a portion of the property.
Howmet leases some of its facilities; however, it is the opinion of management that the leases do not materially affect the
continued use of the properties or the properties’ values.
Howmet believes that its facilities are suitable and adequate for its operations. Although no title examination of properties
owned by Howmet has been made for the purpose of this report, the Company knows of no material defects in title to any such
properties. See Note A and Note N to the Consolidated Financial Statements in Part II, Item 8 of this Form 10-K for additional
information.
Howmet has active plants and holdings in various geographic areas. See the table regarding the Company's principal facilities in
Part I, Item 1 (Business).
Item 3. Legal Proceedings.
In the ordinary course of its business, Howmet is involved in a number of lawsuits and claims, both actual and potential. For a
discussion of legal proceedings, see Note U to the Consolidated Financial Statements in Part II, Item 8 of this Form 10-K.
Item 4. Mine Safety Disclosures.
Not applicable.
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities.
The Company’s common stock is listed on the New York Stock Exchange under the symbol “HWM.”
The number of holders of record of common stock was 8,656 as of February 10, 2025.
18
Stock Performance Graph
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 500® Aerospace & Defense Index, which comprises Axon Enterprise,
Inc., General Dynamics Corporation, General Electric Company (operating as GE Aerospace), Howmet Aerospace Inc.,
Huntington Ingalls Industries, Inc., L3Harris Technologies, Inc., Lockheed Martin Corporation, Northrop Grumman
Corporation, RTX Corporation, Textron Inc., The Boeing Company, and Transdigm Group Incorporated.
The graph assumes, in each case, an initial investment of $100 on December 31, 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 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. The graph, table and related information shall not be deemed to be
“filed” with the SEC, nor shall such information be incorporated by reference into future filings under the Securities Act of
1933 or Securities Exchange Act of 1934, each as amended, except to the extent that the Company specifically incorporates it
by reference into such filing.
Period Ended
Cumulative Total Return
Based upon an initial investment of $100 at December 31, 2019 with dividends
reinvested
Howmet Aerospace Inc.
S&P 500 Index
S&P 500 Industrials Index
S&P 500 Aerospace & Defense Index
12/2019
12/2020
12/2021
12/2022
12/2023
12/2024
0
100
200
300
400
500
As of December 31,
2019
2020
2021
2022
2023
2024
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
19
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.
Period Ended
Cumulative Total Return
Based upon an initial investment of $100 at April 1, 2020 with dividends
reinvested
Howmet Aerospace Inc.
S&P 500 Index
S&P 500 Industrials Index
S&P 500 Aerospace & Defense Index
4/1/2020
12/2020
12/2021
12/2022
12/2023
12/2024
0
250
500
750
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
20
Issuer Purchases of Equity Securities
The following table presents information with respect to the Company’s open-market repurchases of its common stock during
the quarter ended December 31, 2024:
Period
Total Number
of Shares
Purchased
Average
Price Paid
Per Share(1)
Total Number
of Shares
Purchased as
Part of Publicly
Announced
Repurchase
Plans or
Programs
Approximate
Dollar Value
of Shares that
May Yet Be
Purchased Under
the Plans or
Programs (in
millions)(1)(2)
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
(1)
Excludes commissions cost.
(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. The current Share Repurchase Program was authorized by the Company’s Board of Directors on
August 18, 2021 at $1,500 million, which was increased by the Board by $2,000 million on July 30, 2024. Under the
Company’s Share Repurchase 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. There is no stated expiration for the Share Repurchase Program. Under its 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.
Item 6. Selected Financial Data.
Reserved.
21
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
(dollars in millions, except share and per-share amounts)
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is
intended to help the reader understand our results of operations and financial condition. 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 8 (Financial Statements and Supplementary Data) of this Form 10-K.
Overview
Our Business
Howmet is a global leader in lightweight metals engineering and manufacturing. Howmet’s innovative, multi-material products,
which include nickel, titanium, aluminum, and cobalt, are used worldwide in the aerospace (commercial and defense),
commercial transportation, and industrial and other markets.
Howmet is a global company operating in 19 countries. Based upon the country where the point of shipment occurred, North
America and Europe generated 71% and 23%, respectively, of Howmet’s sales in 2024. In 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 other countries and regions, including Japan and China. Governmental policies, laws and regulations, and
other economic factors, including 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 2024 and Outlook
The Company derived approximately 52% of its revenue from products sold to the commercial aerospace market for the year
ended December 31, 2024. Aircraft production in the commercial aerospace industry continues to grow based on increases in
demand for narrow body and wide body aircraft. 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.
The timing and level of future aircraft builds by OEMs are subject to changes and uncertainties, which may cause our future
results to differ from prior periods due to changes in product mix in certain segments.
In 2024, Sales increased 12% from 2023 primarily as a result of higher volumes in the commercial aerospace, defense
aerospace, and industrial and other markets, and favorable product pricing, partially offset by lower volumes in the commercial
transportation market. Product price increases are in excess of material and inflationary cost pass through to our customers.
Income before income taxes increased 42% from 2023. Total Segment Adjusted EBITDA(1) increased 27% from 2023 primarily
due to favorable sales in the commercial aerospace, defense aerospace, and industrial and other markets as well as favorable
product pricing.
Management continued its focus on liquidity and cash flows as well as improving its operating performance through profitable
revenue, efficient operations, and margin enhancement. Management has also continued its intensified focus on capital
efficiency. Management’s focus and the related results enabled Howmet to end 2024 with a solid financial position.
The following financial information reflects certain key highlights of Howmet’s 2024 results:
•
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;
•
Net income of $1,155, or $2.81 per diluted share;
•
Income before income taxes of $1,383, an increase of $408, or 42%, from 2023;
•
Total Segment Adjusted EBITDA(1) of $2,009, an increase of $422, or 27%, from 2023;
•
Cash on hand and restricted cash at the end of the year of $565;
•
Cash provided from operations of $1,298; cash used for financing activities of $1,026; and cash used for investing
activities of $316;
•
Repurchased the Company’s common stock of approximately 6 million shares under the Share Repurchase Program
for approximately $500;
22
•
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
•
The Company’s common stock had a closing price of $109.37 per share as of December 31, 2024, an increase of
$96.17 per share, or 729%, since the Arconic Inc. Separation Transaction on April 1, 2020, compared to an increase of
138% for the S&P 500® Index and 99% for the S&P 500® Aerospace & Defense Index over the same period.
(1)
See below in Results of Operations for the reconciliation of Total Segment Adjusted EBITDA to Income before income
taxes.
In 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 continue, including engines spares. Earnings per share is expected to
grow as management continues to focus on revenue growth and operational performance. Cash provided from operations is
expected to increase for the full year in 2025 compared with 2024, resulting from a continued focus on operating performance
and on capital efficiency. Capital expenditures are expected to increase with additional investments in capacity expansions.
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.
Results of Operations
Earnings Summary
Sales. Sales for 2024 were $7,430 compared with $6,640 in 2023, an increase of $790, or 12%. The increase was primarily due
to higher sales in the commercial aerospace, defense aerospace, and industrial and other markets, including engine spares, and
favorable product pricing, partially offset by lower volumes in the commercial transportation market. Product price increases
are in excess of inflationary cost pass through to our customers.
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, commercial transportation, and industrial and other markets,
favorable product pricing, and an increase in material cost pass through. Product price increases are in excess of inflationary
pass through to our customers.
Cost of goods sold (“COGS”). COGS as a percentage of Sales was 68.9% in 2024 compared with 71.9% in 2023. The
decrease was primarily due to higher volumes and favorable product pricing, partially offset by increased net headcount,
primarily in the Engine Products segment, in support of expected revenue increases. The Company had total COGS net
reimbursements of $18 in 2024 due to the final settlement of the insurance claim related to a mechanical failure that occurred in
2022 resulting in substantial heat and fire-related damage to equipment at the Forged Wheels’ cast house in Barberton, Ohio
(the “Barberton Cast House Incident”) in the second quarter of 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 “France Plant Fire”) in the fourth quarter of 2024,
compared to total COGS insurance claims reimbursements of $19 in 2023, partially offset by charges of $7 in 2023, related to
the France Plant Fire and Barberton Cast House Incident. The insurance claims related to the Barberton Cast House Incident
and the France Plant Fire have now been completed. All cash related to the insurance claims has been collected as of January
2025.
COGS as a percentage of Sales was 71.9% in 2023 compared with 72.5% in 2022. The decrease was primarily due to higher
volumes, favorable product pricing, and lower costs related to three plant fires, partially offset by material cost pass through and
increased net headcount, primarily in the Engine Products and Fastening Systems segments, in support of expected revenue
increases. The Company had total COGS insurance claims reimbursements of $19 in 2023, partially offset by charges of $7,
related the France Plant Fire and the Barberton Cast House Incident, compared to total COGS charges of $59 in 2022, offset by
partial insurance claims reimbursements of $23, related to a fire at a Forged Wheels plant in Barberton, Ohio in mid-February
2020 (the “Barberton Plant Fire”) and the France Plant Fire. 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.
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.
SG&A expenses were $333, or 5.0% of Sales, in 2023 compared with $288, or 5.1% of Sales, in 2022. The increase in SG&A
of $45, or 16%, was primarily due to higher employment costs and legal fees.
23
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.
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 to support the aerospace business.
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.
The provision for D&A was $272 in 2023 compared with $265 in 2022. The increase of $7, or 3%, was primarily driven by
higher depreciation in the Engine Products segment.
Restructuring and other charges. Restructuring and other charges were $21 in 2024 compared with $23 in 2023 and $56 in
2022.
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.
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 or sold some small manufacturing facilities including three in the U.K. and may, in the
future, close additional small facilities in order to consolidate operations, reduce fixed costs, and exit less profitable businesses.
Restructuring and other charges in 2022 consisted primarily of a $58 charge for U.K. and U.S. pension plans’ settlement
accounting and a $6 charge for various other exit costs. These charges were partially offset by a gain of $8 on the sale of assets
at a small U.S. manufacturing facility in Engine Products.
See Note D to the Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this
Form 10-K for additional detail.
Interest expense, net. Interest expense, net was $182 in 2024 compared with $218 in 2023. 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. On an annual basis, the debt reduction and refinancing activities in 2024 will
decrease Interest expense, net by approximately $37.
Interest expense, net was $218 in 2023 compared with $229 in 2022. The decrease of $11, or 5%, was primarily due to a
reduced average level of debt for the year ended December 31, 2023 compared to the year ended December 31, 2022.
See Note Q to the Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this
Form 10-K for additional detail related to the Company’s debt.
Loss on debt redemption. Debt redemption or tender premiums include the cost to redeem or repurchase certain of the
Company’s notes at a price which may be equal to the greater of the principal amount or the sum of the present values of the
remaining scheduled payments, discounted using a defined treasury rate plus a spread, or a price based on the market price of
its notes.
Loss on debt redemption was $6 in 2024 compared with $2 in 2023. 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.
Loss on debt redemption was $2 in both 2023 and 2022 due to the debt premiums paid on the early redemption of the 2024
Notes.
See Note Q to the Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this
Form 10-K for additional detail related to the Company’s debt.
24
Other expense, net. Other expense, net was $62 in 2024 compared with $8 in 2023. 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 to the Consolidated Financial Statements in Part II, Item 8)
(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. Non-service related net periodic benefit costs related to defined benefit plans and
other postretirement benefit plans is expected to remain relatively flat from 2024 to 2025.
Other expense, net was $8 in 2023 compared with $82 in 2022. The decrease in expense of $74 was primarily due to the
reversal of $25 of the $65 pre-tax charge taken in the third quarter of 2022 related to the LBIE legal proceeding which was
settled in the second quarter of 2023 (See Note U to the Consolidated Financial Statements in Part II, Item 8) (Financial
Statements and Supplementary Data) and higher interest income of $17, partially offset by the impacts of deferred
compensation arrangements of $18, higher non-service related net periodic benefit costs related to pension and other
postretirement benefit plans in 2023 of $13, and an increase from net realized and unrealized losses of $4, primarily related to
mark-to-market adjustments on exchange-traded fixed income securities and losses on sales of receivables.
See Note F to the Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this
Form 10-K for additional detail.
Income taxes. Howmet’s effective tax rate was 16.5% (provision on pre-tax income) in 2024 compared with the U.S. federal
statutory rate of 21%. 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. On October 8, 2021, the Organization for
Economic Cooperation and Development (“OECD”) released the Pillar Two model rules introducing a 15% global minimum
tax under the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting. 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.
Howmet anticipates that the effective tax rate in 2025 will be between 20.5% and 21.5%. 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.
Howmet’s effective tax rate was 21.5% (provision on pre-tax income) in 2023 compared with the U.S. federal statutory rate of
21%. The effective tax rate differs from the U.S. federal statutory rate primarily as a result of a $21 charge for a tax reserve
established in France, $10 of incremental state tax and foreign taxes on earnings also subject to U.S. federal income tax, and $8
of charges related to nondeductible expenses, partially offset by a $14 benefit to release a valuation allowance related to U.S.
foreign tax credits, a $9 excess benefit for stock compensation, $7 of benefits related to tax credits, a $2 benefit to release a
valuation allowance related to U.S. state tax losses and credits, and a $2 benefit to revalue deferred taxes for changes to
apportioned U.S. state tax rates.
Howmet’s effective tax rate was 22.6% (provision on pre-tax income) in 2022 compared with the U.S. federal statutory rate of
21%. The effective tax rate differs from the U.S. federal statutory rate primarily as a result of a $12 charge related to an increase
in the valuation allowance on a foreign tax credit carryforward in the U.S., $8 of charges related to U.S. tax on GILTI and other
foreign earnings, $8 of charges related to nondeductible expenses, and $5 of incremental state tax and foreign taxes on earnings
also subject to U.S. federal income tax, partially offset by a $6 benefit for the release of a valuation allowance on interest
deduction carryforwards in the U.K., a $5 benefit related to a tax accounting method change, a $5 excess benefit for stock
compensation, and a $3 benefit related to a distribution of foreign earnings. The Inflation Reduction Act of 2022 (the “Act”)
was signed into law on August 16, 2022. The Act includes various tax provisions, including a 1% excise tax on net stock
repurchases, expanded tax credits for clean energy incentives, and a corporate alternative minimum tax that generally applies to
U.S. corporations with average adjusted financial statement income over a three-year period in excess of $1,000. The Company
does not expect the Act to materially impact its financial statements.
See Note H to the Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this
Form 10-K for additional detail.
25
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.
Net income was $765, or $1.83 per diluted share, for 2023 compared to $469, or $1.11 per diluted share, in 2022. The increase
in results of $296, or 63%, was primarily due to higher sales in the commercial aerospace market, favorable product pricing, a
change of $90 due to the reversal of $25 of the $65 pre-tax charge taken in the third quarter of 2022 related to the LBIE legal
proceeding (See Note U to the Consolidated Financial Statements in Part II, Item 8), a decrease in Restructuring and other
charges of $33, and a decrease in Interest expense, net of $11, partially offset by an increase in the Provision for income taxes
primarily driven by an increase in income before income taxes.
Segment Information
The Company’s operations consist of four worldwide reportable segments: Engine Products, Fastening Systems, Engineered
Structures and Forged Wheels. Segment performance under Howmet’s management reporting system is evaluated based on
Segment Adjusted EBITDA. The Company’s Chief Executive Officer, who has been determined to be our Chief Operating
Decision Maker (“CODM”), believes that Segment Adjusted EBITDA provides information with respect to the Company’s
operating performance and the Company’s ability to meet its financial obligations. Howmet’s definition of Segment Adjusted
EBITDA (Earnings before interest, taxes, depreciation, and amortization) is net margin plus an add-back for depreciation and
amortization. Net margin is equivalent to Sales minus the following items: Cost of goods sold; Selling, general administrative,
and other expenses; Research and development (“R&D”) expenses; and Provision for depreciation and amortization. Special
items, including Restructuring and other charges, are excluded from net margin and Segment Adjusted EBITDA. The
Company’s CODM considers forecast-to-actual variances for Segment Adjusted EBITDA when allocating resources across the
Company’s reportable segments. Segment Adjusted EBITDA may not be comparable to similarly titled measures of other
companies. Differences between the total segment and consolidated totals are in Corporate. (See Note C to the Consolidated
Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this Form 10-K).
The Company has aligned its operations consistent with how the CEO assesses operating performance and allocates capital.
Income before income taxes totaled $1,383 in 2024, $975 in 2023, and $606 in 2022. Segment Adjusted EBITDA for all
reportable segments totaled $2,009 in 2024, $1,587 in 2023, and $1,352 in 2022. See below for the reconciliation of Total
Segment Adjusted EBITDA to Income before income taxes.
The following information provides Sales, Segment Adjusted EBITDA, and Segment Adjusted EBITDA Margin for each
reportable segment for each of the three years in the period ended December 31, 2024.
Engine Products
2024
2023
2022
Third-party sales
$
3,735
$
3,266
$
2,698
Segment Adjusted EBITDA
1,150
887
729
Segment Adjusted EBITDA Margin
30.8 %
27.2 %
27.0 %
Engine Products produces investment castings, including airfoils, and seamless rolled rings primarily for aircraft engines
(aerospace commercial and defense) and industrial gas turbine applications. Engine Products produces rotating parts as well as
structural parts, which are sold directly to customers. Generally, the sales and costs and expenses of this segment are transacted
in the local currency of the respective operations, which are mostly the U.S. dollar, British pound, euro, and Japanese yen.
Third-party sales for the Engine Products segment increased $469, or 14%, in 2024 compared with 2023, primarily due to
growth in the commercial aerospace, defense aerospace, oil and gas, and industrial gas turbine markets, including spares
growth.
Third-party sales for the Engine Products segment increased $568, or 21%, in 2023 compared with 2022, primarily due to
higher volumes in the commercial aerospace, defense aerospace, industrial gas turbine, and oil and gas markets.
Segment Adjusted EBITDA for the Engine Products segment increased $263, or 30%, in 2024 compared with 2023, primarily
due to growth in the commercial aerospace, defense aerospace, oil and gas, and industrial gas turbine markets. 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.
26
Segment Adjusted EBITDA for the Engine Products segment increased $158, or 22%, in 2023 compared with 2022, primarily
due to higher volumes in the commercial aerospace, defense aerospace, industrial gas turbine, and oil and gas markets. The
segment absorbed approximately 1,030 net headcount since the end of 2022 in support of expected revenue increases, resulting
in unfavorable near-term recruiting, training, and operational costs.
Segment Adjusted EBITDA Margin for the Engine Products segment increased approximately 360 basis points in 2024
compared with 2023, primarily due to growth in the commercial aerospace, defense aerospace, oil and gas, and industrial gas
turbine markets.
Segment Adjusted EBITDA Margin for the Engine Products segment increased approximately 20 basis points in 2023
compared with 2022, primarily due to higher volumes in the commercial aerospace, defense aerospace, industrial gas turbine,
and oil and gas markets, partially offset by an increase in headcount and inflationary costs.
In 2025, as compared to 2024, demand in the commercial aerospace, defense aerospace, industrial gas turbine, and oil and gas
markets is expected to increase. 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.
Fastening Systems
2024
2023
2022
Third-party sales
$
1,576
$
1,349
$
1,117
Segment Adjusted EBITDA
406
278
234
Segment Adjusted EBITDA Margin
25.8 %
20.6 %
20.9 %
Fastening Systems produces aerospace and industrial fastening systems, as well as commercial transportation fasteners. The
business’s high-tech, multi-material fastening systems are found nose to tail on aircraft and aero engines. The business’s
products are also critical components of commercial transportation vehicles and construction and industrial equipment.
Fastening Systems are sold directly to customers and through distributors. Generally, the sales and costs and expenses of this
segment are transacted in the local currency of the respective operations, which are mostly the U.S. dollar, British pound, and
euro.
Third-party sales for the Fastening Systems segment increased $227, or 17%, in 2024 compared with 2023, primarily due to
growth in the commercial aerospace market, including wide body recovery.
Third-party sales for the Fastening Systems segment increased $232, or 21%, in 2023 compared with 2022, primarily due to
higher volumes in the commercial aerospace, including the emerging wide body recovery, commercial transportation, defense
aerospace, and industrial markets.
Segment Adjusted EBITDA for the Fastening Systems segment increased $128, or 46%, in 2024 compared with 2023,
primarily due to growth in the commercial aerospace market, productivity gains which included reduced net headcount of
approximately 135, and impacts of foreign currency.
Segment Adjusted EBITDA for the Fastening Systems segment increased $44, or 19%, in 2023 compared with 2022, primarily
due to higher volumes in the commercial aerospace, commercial transportation, defense aerospace, and industrial markets. The
segment absorbed approximately 435 net headcount since the end of 2022 in support of expected revenue increases, resulting in
unfavorable near-term recruiting, training, and operational costs.
Segment Adjusted EBITDA Margin for the Fastening Systems segment increased approximately 520 basis points in 2024
compared with 2023, primarily due to growth in the commercial aerospace market as well as productivity gains.
Segment Adjusted EBITDA Margin for the Fastening Systems segment decreased approximately 30 basis points in 2023
compared with 2022, primarily due to an increase in headcount and inflationary costs, partially offset by higher volumes in the
commercial aerospace, commercial transportation, defense aerospace, and industrial markets.
In 2025, as compared to 2024, demand in the commercial aerospace market is expected to increase. Demand in the commercial
transportation market is not expected to recover before mid year of 2025 with some growth starting in the second half of 2025.
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.
27
Engineered Structures
2024
2023
2022
Third-party sales
$
1,065
$
878
$
790
Segment Adjusted EBITDA
166
113
111
Segment Adjusted EBITDA Margin
15.6 %
12.9 %
14.1 %
Engineered Structures produces titanium ingots and mill products for aerospace and defense applications and is vertically
integrated to produce titanium forgings, titanium extrusions, and machining services for airframe, wing, aero-engine, and
landing gear components. Engineered Structures also produces aluminum forgings, nickel forgings, and aluminum machined
components, and assemblies for aerospace and defense applications. The segment’s products are sold directly to customers and
through distributors, and sales and costs and expenses of this segment are generally transacted in the local currency of the
respective operations, which are mostly the U.S. dollar.
Third-party sales for the Engineered Structures segment increased $187, or 21%, in 2024 compared with 2023, primarily due to
growth in the commercial aerospace and defense aerospace markets. The Engineered Structures segment is focusing 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 increased $88, or 11%, in 2023 compared with 2022, primarily due to
higher volumes in the commercial aerospace market, including Russian titanium share gains and the emerging wide body
recovery, partially offset by lower volumes in the defense aerospace market associated with legacy fighter programs.
Segment Adjusted EBITDA for the Engineered Structures segment increased $53, or 47%, in 2024 compared with 2023,
primarily due to growth in the commercial aerospace and defense aerospace markets. 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 increased $2, or 2%, in 2023 compared with 2022, primarily
due to higher volumes in the commercial aerospace market, partially offset by lower volumes in the defense aerospace market
and additional operating costs from production rate increases not realized due to production bottlenecks at a plant. The segment
absorbed approximately 280 net headcount since the end of 2022 in support of expected revenue increases, resulting in
unfavorable near-term recruiting, training, and operational costs.
Segment Adjusted EBITDA Margin for the Engineered Structures segment increased approximately 270 basis points in 2024
compared with 2023, primarily due to growth in the commercial aerospace and defense aerospace markets. 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 Margin for the Engineered Structures segment decreased approximately 120 basis points in 2023
compared with 2022, primarily due to lower volumes in the defense aerospace market, material and inflationary cost pass
through, additional operating costs from production rate increases not realized due to production bottlenecks at a plant, and an
increase in headcount, partially offset by higher volumes in the commercial aerospace market.
In 2025, as compared to 2024, demand in the defense aerospace and commercial aerospace markets is expected to increase.
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.
Forged Wheels
2024
2023
2022
Third-party sales
$
1,054
$
1,147
$
1,058
Segment Adjusted EBITDA
287
309
278
Segment Adjusted EBITDA Margin
27.2 %
26.9 %
26.3 %
Forged Wheels produces forged aluminum wheels and related products globally for heavy-duty trucks, trailers, and buses.
Forged Wheels’ products are sold directly to OEMs and through distributors. Generally, the sales and costs and expenses of this
segment are transacted in the local currency of the respective operations, which are mostly the U.S. dollar and euro.
Third-party sales for the Forged Wheels segment decreased $93, or 8%, in 2024 compared with 2023, primarily due to lower
volumes in the commercial transportation market as well as a decrease in aluminum and other inflationary cost pass through.
Third-party sales for the Forged Wheels segment increased $89, or 8%, in 2023 compared with 2022, primarily due to higher
volumes in the commercial transportation market.
28
Segment Adjusted EBITDA for the Forged Wheels segment decreased $22, or 7%, in 2024 compared with 2023, primarily due
to lower volumes in the commercial transportation market. The segment reduced approximately 160 net headcount since the
end of 2023 as a result of lower production.
Segment Adjusted EBITDA for the Forged Wheels segment increased $31, or 11%, in 2023 compared with 2022, primarily due
to higher volumes in the commercial transportation market, partially offset by a supply chain disruption and unfavorable foreign
currency movements.
Segment Adjusted EBITDA Margin for the Forged Wheels segment increased approximately 30 basis points in 2024 compared
with 2023, primarily due to lower aluminum and other inflationary cost pass through, partially offset by lower volumes in the
commercial transportation market.
Segment Adjusted EBITDA Margin for the Forged Wheels segment increased approximately 60 basis points in 2023 compared
with 2022, primarily due to higher volumes, partially offset by a supply chain disruption and unfavorable foreign currency
movements. The favorable impact of lower aluminum prices was partially offset by other inflationary cost pass through.
In 2025, as compared to 2024, demand in the commercial transportation markets served by Forged Wheels is not expected to
recover before mid year of 2025 with some growth starting in the second half of 2025. 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.
Reconciliation of Total Segment Adjusted EBITDA to Income before income taxes
2024
2023
2022
Income before income taxes
$
1,383
$
975
$
606
Loss on debt redemption
6
2
2
Interest expense, net
182
218
229
Other expense, net(1)
62
8
82
Operating income
$
1,633
$
1,203
$
919
Segment provision for depreciation and amortization
270
262
258
Unallocated amounts:
Restructuring and other charges
21
23
56
Corporate expense
85
99
119
Total Segment Adjusted EBITDA
$
2,009
$
1,587
$
1,352
(1)
See Note F to the Consolidated Financial Statements in Part II, Item 8 of this Form 10-K.
Total Segment Adjusted EBITDA is a non-GAAP financial measure. Management believes that this measure is meaningful to
investors because it provides additional information with respect to the Company’s operating performance and the Company’s
ability to meet its financial obligations. Differences between the total segment and consolidated totals are in Corporate.
See Restructuring and other charges, D&A, Loss on debt redemption, Interest expense, net, and Other expense, net discussions
above under “Results of Operations” for reference.
Corporate expense decreased $14, or 14%, in 2024 compared with 2023, primarily due to lower costs associated with closures,
supply chain disruptions, and other items of $13, lower costs related to the collective bargaining agreement negotiations of $8,
and higher net reimbursements related to the France Plant Fire and the Barberton Cast House Incident of $6, partially offset by
higher employment costs in 2024.
Corporate expense decreased $20, or 17%, in 2023 compared with 2022, primarily due to lower net costs related to the France
Plant Fire, the Barberton Plant Fire, and the Barberton Cast House Incident of $48, partially offset by costs associated with
closures, shutdowns, and other items of $10, costs related to collective bargaining agreement negotiations of $8, legal and other
advisory reimbursements received in 2022 of $3 which did not recur in 2023, and higher employment costs in 2023.
Environmental Matters
See the Environmental Matters section of Note U to the Consolidated Financial Statements in Part II, Item 8 of this Form 10-K.
Liquidity and Capital Resources
Howmet maintains a disciplined approach to cash management and the strengthening of its balance sheet. Management
continued to focus on actions to improve Howmet’s cost structure and liquidity, providing the Company with the ability to
29
operate effectively. Such actions included procurement efficiencies and overhead rationalization to reduce costs, working
capital initiatives, and maintaining a sustainable level of capital expenditures.
Cash provided from operations and financing activities is expected to be adequate to cover Howmet’s operational and business
needs over the next 12 months. For an analysis of long-term liquidity, see “Contractual Obligations and Off-Balance Sheet
Arrangements” below.
As of December 31, 2024, cash and cash equivalents of Howmet were $564, of which $284 was held by Howmet’s non-U.S.
subsidiaries. If the cash held by non-U.S. subsidiaries were to be repatriated to the U.S., the Company does not expect there to
be material income tax consequences.
Operating Activities
Cash provided from operations in 2024 was $1,298 compared with $901 in 2023 and $733 in 2022.
The increase in cash provided from operations of $397, or 44%, between 2024 and 2023 was due to higher operating results of
$361 and lower working capital of $72, partially offset by higher pension contributions of $43. The components of the change
in working capital included favorable changes in receivables of $107, inventories of $36, prepaid expenses and other current
assets of $10, partially offset by accounts payable of $42, compensation related payments and other accrued expenses of $32,
and taxes, including income taxes, of $7.
The increase in cash provided from operations of $168, or 23%, between 2023 and 2022 was due to higher operating results of
$303, lower payments on noncurrent liabilities of $26, and lower pension contributions of $7, partially offset by higher working
capital of $163. The components of the change in working capital included unfavorable changes in accounts payable of $253,
prepaid expenses and other current assets of $18, and receivables of $3, including collections of employee retention credit
receivables, partially offset by inventories of $92, accrued expenses of $14 and taxes, including income taxes, of $5.
Financing Activities
Cash used for financing activities was $1,026 in 2024 compared with $868 in 2023 and $526 in 2022.
The use of cash in 2024 was primarily related to the repayments on the aggregate outstanding principal amount of long-term
debt of approximately $870, the repurchase of common stock of $500, dividends paid to shareholders of $109, taxes paid for
net share settlement of equity awards of $49, and debt issuance costs for the 2031 Notes of $5, partially offset by proceeds from
the 2031 Notes debt issuance of $500 and the exercise of employee stock options of $8. On an annual basis, the 2024 debt
reduction and refinancing activities will decrease Interest expense, net by approximately $37.
The use of cash in 2023 was primarily related to the repayments on the aggregate outstanding principal amount of long-term
debt of approximately $876, the repurchase of common stock of $250, taxes paid for net share settlement of equity awards of
$77, and dividends paid to shareholders of $73. These items were partially offset by proceeds from term loan facilities of $400
and the exercise of employee stock options of $11.
The use of cash in 2022 was primarily related to the repurchase of common stock of $400, the repayments on the aggregate
outstanding principal amount of long-term debt of approximately $69, and dividends paid to shareholders of $44. These items
were partially offset by proceeds from the exercise of employee stock options of $16.
For further details regarding the Company’s debt reduction and refinancing activities and stock repurchases, see Note Q and
Note I, respectively, to the Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data)
of this Form 10-K.
On July 30, 2024, the Board of Directors of Howmet Aerospace approved the establishment of a 2025 dividend policy to pay
cash dividends on the Company’s common stock in 2025 at a rate of 15% plus or minus 5% of net income excluding special
items. The declaration of future common stock dividends is subject to the discretion and approval of the Board of Directors of
Howmet after the Board’s consideration of all factors it deems relevant and subject to applicable law. The Company may
modify, suspend, or cancel the dividend policy in any manner and at any time that it may deem necessary or appropriate.
The Company maintains a credit facility (the “Credit Facility”) pursuant to its Five-Year Revolving Credit Agreement (the
“Credit Agreement”) with a syndicate of lenders and issuers named therein (See Note Q to the Consolidated Financial
Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this Form 10-K for reference). There were no
amounts outstanding under the Credit Agreement as of December 31, 2024 or December 31, 2023, and no amounts were
borrowed during 2024 or 2023 under the Credit Agreement.
On April 4, 2024, the Company established a commercial paper program under which the Company may issue unsecured
commercial paper from time to time up to a maximum aggregate face amount of $1,000. The Company’s commercial paper will
be sold on customary terms in the U.S. commercial paper market on a private placement basis. The proceeds of the commercial
30
paper will be used for general corporate purposes. In conjunction with the commercial paper program, the Company was
assigned short-term credit ratings by Moody’s Investors Service, Inc., S&P Global Ratings, and Fitch Ratings, Inc.
The Company has an effective shelf registration statement on Form S-3, filed with the SEC, which allows for offerings of debt
securities from time to time. The Company may opportunistically issue new debt securities in accordance with securities laws
or utilize commercial paper in order to, but not limited to, refinance existing indebtedness.
In the future, the Company may, from time to time, redeem portions of its debt securities or repurchase portions of its debt or
equity securities in either the open market or through privately negotiated transactions, in accordance with applicable SEC and
other legal requirements. The timing, prices, and sizes of purchases depend upon prevailing trading prices, general economic
and market conditions, and other factors, including applicable securities laws. Such purchases may be completed 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, tender offers, and/or accelerated share repurchase
agreements or other derivative transactions.
The Company’s costs of borrowing and ability to access the capital markets are affected not only by market conditions but also
by the short-term and long-term debt ratings assigned to the Company by the major credit rating agencies. The Company
believes that its cash on hand, cash provided from operations and availability of its Credit Facility, its commercial paper
program, and its accounts receivables securitization program will continue to be sufficient to fund our operating and capital
allocation activities.
The three major credit rating agencies have rated Howmet’s debt with investment grade ratings. The Company’s most recent
short-term and long-term credit ratings, as well as the current outlook from the three major credit rating agencies are as
follows:
Short-Term
Long-Term
Outlook
S&P Global Ratings (“S&P”)
A-2
BBB
Stable
Moody’s Investors Service (“Moody’s”)
P-2
Baa1
Stable
Fitch Investors Service (“Fitch”)
F2
BBB
Positive
On November 26, 2024, S&P upgraded Howmet’s short-term debt rating from A-3 to A-2 and long-term debt rating from BBB-
to BBB, and affirmed the current outlook at stable, citing strong demand for commercial aerospace components and debt
reduction.
On August 6, 2024, Moody’s upgraded Howmet’s short-term debt rating from P-3 to P-2 and further upgraded Howmet’s long-
term debt rating two notches from Baa3 to Baa1, which was previously upgraded to Baa3 from Ba1 on February 29, 2024 citing
demand in the markets served by Howmet along with the Company’s improved financial leverage and updated the current
outlook from positive to stable.
On August 6, 2024, Fitch affirmed Howmet’s short-term debt rating at F2 and long-term debt rating at BBB and updated the
current outlook from stable to positive.
Investing Activities
Cash used for investing activities was $316, $215, and $135 in 2024, 2023, and 2022, respectively.
The use of cash in 2024 was capital expenditures of $321 primarily related to Engine Products capacity expansion, various
automation projects, and sustaining and return seeking capital projects across all segments and an acquisition in Engine
Products, net of cash acquired of $5, partially offset by proceeds from the sale of assets in Engine Products and a business in
Engineered Structures of $9.
The use of cash in 2023 was capital expenditures of $219 primarily related to various automation projects, information
technology upgrades, and sustaining and return seeking capital projects across all segments, partially offset by proceeds from
the sale of assets and investments of $4.
The use of cash in 2022 was capital expenditures of $193 primarily related to various automation projects, information
technology upgrades, and sustaining capital projects across all segments, partially offset by proceeds from the sale of assets of
$58, which was primarily due to the sale of the corporate center and a manufacturing facility in Engine Products. In the second
quarter of 2022, the Company sold the corporate headquarters in Pittsburgh, PA. The proceeds from the sale of the corporate
headquarters were $44, excluding $3 of transaction costs, and a carrying value of $41. The Company entered into a 12-year
lease with the purchaser for a portion of the property. Additionally, in the fourth quarter of 2022, the Company sold the
property of a manufacturing facility in the Engine Products segment. The proceeds from the sale of this property were $15 and a
carrying value of $7.
31
Contractual Obligations and Off-Balance Sheet Arrangements
Contractual Obligations
Howmet is required to make future payments under various contracts, including long-term purchase obligations, financing
arrangements, and lease agreements. Howmet also has commitments to fund its pension plans, provide payments for other
postretirement benefit plans, and fund capital projects.
In order to better understand Howmet’s outstanding contractual obligations, the table below represents a summary of these
commitments as of December 31, 2024 (these contractual obligations are grouped in the same manner as they are classified in
the Statement of Consolidated Cash Flows in order to provide a better understanding of the nature of the obligations and to
provide a basis for comparison to historical information):
Total
2025
2026-2027
2028-2029
Thereafter
Operating activities:
Raw material purchase obligations
$
379
$
218
$
82
$
79
$
—
Purchase and other payment obligations
30
19
11
—
—
Operating leases
189
46
68
36
39
Interest related to total debt
1,133
165
298
189
481
Estimated minimum required pension funding
352
45
154
153
—
Other postretirement benefit payments
56
6
12
12
26
Layoff and other restructuring payments
4
4
—
—
—
Uncertain tax positions
6
—
—
—
6
Financing activities:
Total debt
3,328
5
948
1,000
1,375
Dividends to shareholders
42
42
—
—
—
Investing activities:
Capital projects
417
270
147
—
—
Totals
$
5,936
$
820
$
1,720
$
1,469
$
1,927
Obligations for Operating Activities
Raw material purchase obligations consist mostly of aluminum, titanium, cobalt, nickel, and various other metals with
expiration dates ranging from less than one year to five years. Many of these purchase obligations contain variable pricing
components, and, as a result, actual cash payments may differ from the estimates provided in the preceding table. The Company
generally passes through material costs in customer contracts with limited exceptions. In connection with the Arconic Inc.
Separation Transaction, the Company entered into several agreements with Arconic Corporation that govern the relationship
between the Company and Arconic Corporation following the separation, including raw material supply agreements.
Purchase and other payment obligations include public utility purchase obligations, and future payments of tax-related interest
and penalties.
Operating leases represent multi-year obligations for certain land and buildings, plant equipment, vehicles, and computer
equipment.
Deferred revenue was $60 as of December 31, 2024. Deferred revenue arrangements require Howmet to deliver product to
certain customers over a specified contract period, which is expected to be within one year. While these obligations are not
expected to result in cash payments and are not included in the table above, they represent contractual obligations for which the
Company would be obligated if the specified product deliveries could not be made.
Interest related to total debt with maturities that extend to 2042, including cross-currency and interest rate swaps, is based on
fixed rates as of December 31, 2024.
Estimated minimum required pension funding and other postretirement benefit payments are based on actuarial estimates using
current assumptions for discount rates, long-term rate of return on plan assets, and health care cost trend rates, among others. It
is Howmet’s policy to fund amounts for pension plans sufficient to meet the minimum requirements set forth in the benefits
laws and tax laws of the applicable country. Periodically, Howmet contributes additional amounts as deemed appropriate.
Howmet has determined that it is not practicable to present pension funding and other postretirement benefit payments beyond
2030 and 2034, respectively.
Layoff and other restructuring payments to be paid within one year primarily relate to severance costs.
32
Uncertain tax positions taken or expected to be taken on an income tax return may result in additional payments to tax
authorities. The amounts in the preceding table include interest and penalties accrued related to such positions as of
December 31, 2024. Amounts for uncertain tax positions in which the timing of future potential payments are not reasonably
estimable are included in the “Thereafter” column. If a tax authority agrees with the tax position taken or expected to be taken
or the applicable statute of limitations expires, then additional payments will not be necessary. Tax assessments received may
also result in payments to be made in order to preserve our right to appeal any tax positions challenged by tax authorities for
which we have concluded that we are more likely than not to prevail. See Note U to the Consolidated Financial Statements in
Part II, Item 8 (Financial Statements and Supplementary Data) of this Form 10-K for further discussion on tax payments made.
Contingencies such as ongoing legal proceedings and environmental matters may also result in additional cash payments. The
timing of these payments, if necessary, depends on several factors, including the timing of litigation and settlements of liability
claims. Accordingly, amounts have not been included in the preceding table. Amounts for settled legal proceedings and other
such payables are included within Purchase and other payment obligations in the preceding table. See Note U to the
Consolidated Financial Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this Form 10-K for
further discussion.
Obligations for Financing Activities
Howmet has historically paid quarterly dividends on its preferred and common stock. The Company paid an aggregate of $109
in common stock and preferred stock dividends to shareholders during 2024. Because all dividends are subject to approval by
Howmet’s Board of Directors, amounts are not included in the preceding table unless such authorization has occurred. As of
December 31, 2024, there were 405,431,361 shares of outstanding common stock and 546,024 shares of outstanding Class A
preferred stock. In 2024, the preferred stock dividend was $3.75 per share. A dividend of $0.26 per share on the Company’s
common stock was paid in 2024 ($0.05 per share in each of the first and second quarters of 2024 and $0.08 in the third and
fourth quarters of 2024). Fully diluted shares outstanding as of December 31, 2024 were 408 million.
The Company has a share repurchase program (the “Share Repurchase Program”) that, after giving effect to the additional $50
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 in Board authorization remaining available as of January 31, 2025. The current Share Repurchase
Program was authorized by the Company’s Board of Directors on August 18, 2021 at $1,500, which was increased by the
Board by $2,000 on July 30, 2024. There is no stated expiration for the Share Repurchase Program. Accordingly, amounts have
not been included in the preceding table. See “Liquidity and Capital Resources” for additional information.
Obligations for Investing Activities
Capital projects in the preceding table only include amounts approved by management as of December 31, 2024. Funding levels
may vary in future years based on the anticipated construction schedules of the projects. It is expected that significant expansion
projects will be funded through various sources, including cash provided from operations. Total capital expenditures are
anticipated to be approximately 4% of sales in 2025 and include additional capital expenditures related to the Engine Products
capacity expansions.
Off-Balance Sheet Arrangements
As of December 31, 2024, Howmet had outstanding bank guarantees related to tax matters, customs duties, rental, plant
expansion, and environmental obligations. The total amount committed under these guarantees, which expire at various dates
between 2025 and 2027, was $6 as of December 31, 2024.
Pursuant to the Separation and Distribution Agreement, dated as of October 31, 2016, between Howmet 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 $6 as of both
December 31, 2024 and 2023, 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 $1,121 and
$1,131 as of December 31, 2024 and 2023, respectively, in the event of an Alcoa Corporation default. In December 2022,
December 2023, and December 2024, 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.
The Company has outstanding letters of credit, primarily related to workers’ compensation, environmental obligations,
insurance obligations, and tax matters. The total amount committed under these letters of credit, which automatically renew or
expire at various dates, primarily in 2025, was $90 as of December 31, 2024.
33
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 $48 (which are included in the $90 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 and Alcoa Corporation environmental obligations and,
as a result, the Company has $17 of outstanding letters of credit relating to such liabilities (which are also included in the $90 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.
The Company has outstanding surety bonds primarily related to customs duties, workers’ compensation, 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 2025 and 2026, was $44 as of December 31, 2024.
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 $21, which are included in the $44 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.
Critical Accounting Policies and Estimates
The preparation of the Consolidated Financial Statements in accordance with accounting principles generally accepted in the
United States of America requires management to make certain judgments, estimates, and assumptions regarding uncertainties
that affect the amounts reported in the Consolidated Financial Statements and disclosed in the accompanying Notes. These
estimates are based on historical experience and, in some cases, assumptions based on current and future market experience,
including considerations relating to changes in the aerospace industry. Areas that require significant judgments, estimates, and
assumptions include the testing of goodwill, properties, plants, and equipment, and other intangible assets for impairment;
pension plans and other postretirement benefits obligations; income taxes; and litigation and contingent liabilities.
Management uses historical experience and all available information to make these judgments, estimates, and assumptions, and
actual results may differ from those used to prepare the Company’s Consolidated Financial Statements at any given time.
Despite these inherent limitations, management believes that Management’s Discussion and Analysis of Financial Condition
and Results of Operations and the Consolidated Financial Statements and accompanying Notes provide a meaningful and fair
perspective of the Company.
A summary of the Company’s significant accounting policies is included in Note A to the Consolidated Financial Statements of
this Form 10-K. Management believes that the application of these policies on a consistent basis enables the Company to
provide the users of the Consolidated Financial Statements with useful and reliable information about the Company’s operating
results and financial condition.
Goodwill. Howmet reviews goodwill for impairment annually (in the fourth quarter) or more frequently if indicators of
impairment exist or if a decision is made to sell or realign a business. The Company has the option to assess impairment
through qualitative assessment, which includes factors such as general economic conditions, negative developments in equity
and credit markets, adverse changes in the markets in which an entity operates, increases in input costs that have a negative
effect on earnings and cash flows, or a trend of negative or declining cash flows over multiple periods, among others. Howmet
can also assess goodwill impairment through a quantitative analysis, using a discounted cash flow (“DCF”) model to estimate a
reporting unit’s fair value. Assumptions and estimates utilized in the DCF model include weighted average cost of capital
(“WACC”) rates, revenue, future profitability, working capital, cash flows, and a number of other items. For more information
on these matters, see Note A to the Consolidated Financial Statements of this Form 10-K.
Properties, Plants, and Equipment and Other Intangible Assets. Properties, plants, and equipment and Other intangible
assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such
assets (asset group) may not be recoverable. Recoverability of assets is determined by comparing the estimated undiscounted
net cash flows of the operations related to the assets (asset group) to their carrying amount. An impairment loss would be
recognized when the carrying amount of the assets (asset group) exceeds the estimated undiscounted net cash flows. The
amount of the impairment loss to be recorded is measured as the excess of the carrying value of the assets (asset group) over
their fair value, with fair value determined using the best information available, which generally is a DCF model. The
determination of what constitutes an asset group, the associated estimated undiscounted net cash flows, and the estimated useful
lives of the assets also require significant judgments.
34
Pension and Other Postretirement Benefits. Liabilities and expenses for pension and other postretirement benefits are
determined using actuarial methodologies and incorporate significant assumptions, including the interest rate used to discount
the future estimated liability, the expected long-term rate of return on plan assets, and several assumptions relating to the
employee workforce (health care cost trend rates, retirement age, and mortality). The pension and other postretirement benefits
obligation was $1,556 and $1,695, with a funded status of $(670) and $(770) as of December 31, 2024 and 2023, respectively.
The total benefit obligation reduction of $133 was primarily driven by benefit payments. The improvement in the funded status
of $100 was primarily driven by contributions and changes in discount rates. Excluding settlements and curtailments, net
periodic benefit cost of pension and other postretirement benefits is expected to be approximately $35 in 2025 compared to $33
in 2024 and 2023.
Employer contributions for pension benefits were $79 and $36 for the years ended December 31, 2024 and 2023, respectively.
Benefits paid for other postretirement benefits were $11 and $14 for the years ended December 31, 2024 and 2023,
respectively. Total pension contributions and other postretirement benefits paid increased by $40, or 80%, in 2024 compared to
2023 primarily driven by additional discretionary contributions in addition to actual asset returns falling short of the plans’
estimated return on assets assumption. Cash pension contributions in 2025 are expected to be approximately $60. Howmet’s
estimated funded status under the Employee Retirement Income Security Act was approximately 68% as of January 1, 2024.
The interest rate used to discount future estimated liabilities for the U.S. is determined using a Company-specific yield curve
model (above-median) developed with the assistance of an external actuary, while both the U.K. and Canada utilize models
developed by the respective actuary. The cash flows of the plans’ projected benefit obligations are discounted using a single
equivalent rate derived from yields on high quality corporate bonds, which represent a broad diversification of issuers in
various sectors, including finance and banking, industrials, transportation, and utilities, among others. The yield curve models
parallel the plans’ projected cash flows, which have a global average duration of 9 years. The underlying cash flows of the
bonds included in the models exceed the cash flows needed to satisfy the Company’s plans’ obligations multiple times. In 2024,
2023, and 2022, the discount rate used to determine benefit obligations for pension and other postretirement benefit plans was
5.60%, 5.10%, and 5.40%, respectively. The impact on the liabilities of a change in the discount rate of 1/4 of 1% would be
approximately $32 and either a charge or credit of less than $1 to earnings in the following year.
The expected long-term rate of return on plan assets is generally applied to a five-year market-related value of plan assets. The
process used by management to develop this assumption is one that relies on a combination of historical asset return
information and forward-looking returns by asset class. As it relates to historical asset return information, management focuses
on various historical moving averages when developing this assumption. While consideration is given to recent performance
and historical returns, the assumption represents a long-term, prospective return. Management also incorporates expected future
returns on current and planned asset allocations using information from various external investment managers and consultants,
as well as management’s own judgment.
Management used 6.70% for 2024, 2023, and 2022 as its weighted-average global expected long-term rate of return on plan
assets, which was based on the prevailing and planned strategic asset allocations, as well as estimates of future returns by asset
class for each plan. These rates were within the respective range of the 20-year moving average of actual performance and the
expected future return developed by asset class for each plan. For 2025, management anticipates that the expected long-term
rate of return for global plan assets will remain at approximately 7%. A change in the assumption for the expected long-term
rate of return on plan assets of 1/4 of 1% would impact earnings by approximately $3 for 2025.
In 2024, net income of $17 (after-tax) was recorded in other comprehensive loss, primarily due to the increase in the discount
rate, partially offset by plan asset returns that were less than expected. In 2023, net loss of $36 (after-tax) was recorded in other
comprehensive loss, primarily due to the decrease in the discount rate. In 2022, net income of $146 (after-tax) was recorded in
other comprehensive loss, primarily due to the increase in the discount rate and amortization of actuarial losses, partially offset
by plan asset returns that were less than expected.
Income Taxes. The provision (benefit) for income taxes is determined using the asset and liability approach of accounting for
income taxes. Under this approach, the provision (benefit) for income taxes represents income taxes paid or payable (or
received or receivable) based on current year pre-tax income plus the change in deferred taxes during the year. Deferred taxes
represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or
paid, and result from differences between the financial and tax bases of Howmet’s assets and liabilities and are adjusted for
changes in tax rates and tax laws when enacted.
Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be
realized. In evaluating the need for a valuation allowance, management considers all potential sources of taxable income,
including income available in carry-back periods, future reversals of taxable temporary differences, projections of taxable
income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive evidence
includes factors such as a history of profitable operations, projections of future profitability within the carryforward period,
including from tax planning strategies, and Howmet’s experience with similar operations. Existing favorable contracts and the
35
ability to sell products into established markets are additional positive evidence. Negative evidence includes items such as
cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of a
deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded
may not be realized upon changes in facts and circumstances, resulting in a future charge to establish a valuation allowance.
Existing valuation allowances are re-examined under the same standards of positive and negative evidence. If it is determined
that it is more likely than not that a deferred tax asset will be realized, the appropriate amount of the valuation allowance, if any,
is released. Deferred tax assets and liabilities are also remeasured to reflect changes in underlying tax rates due to law changes
and the granting and lapse of tax holidays.
It is Howmet’s policy to apply a tax law ordering approach when considering the need for a valuation allowance on net
operating losses expected to offset GILTI inclusions. Under this approach, reductions in cash tax savings are not considered as
part of the valuation allowance assessment. Instead, future GILTI inclusions are considered a source of taxable income that
support the realizability of deferred tax assets.
It is Howmet’s policy to treat taxes due from future inclusions in U.S. taxable income related to GILTI as a current period
expense when incurred.
Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits
meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively
settled, which means that the statute of limitations has expired or the appropriate taxing authority has completed their
examination even though the statute of limitations remains open. Interest and penalties related to uncertain tax positions are
recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties
would be applicable under relevant tax law until such time that the related tax benefits are recognized.
Litigation and Contingent Liabilities. From time to time, we are involved in various lawsuits, claims, investigations, and
proceedings. These matters may include speculative claims for substantial or indeterminate amounts of damages. Management
determines the likelihood of an unfavorable outcome based on many factors, such as the nature of the matter, available defenses
and case strategy, progress of the matter, views and opinions of legal counsel and other advisors, applicability and success of
appeals processes, and the outcome of similar historical matters, among others. If an unfavorable outcome is deemed probable
and the amount of the potential loss can be estimated, the most reasonable loss estimate is recorded. If an unfavorable outcome
of a matter is deemed probable but the loss is not reasonably estimable, or if an unfavorable outcome is deemed reasonably
possible, then the matter is disclosed but no liability is recorded. Legal matters are reviewed on a continuous basis to determine
if there has been a change in management’s judgment regarding the likelihood of an unfavorable outcome or the estimate of a
potential loss. For more information on these matters, see Note U to the Consolidated Financial Statements in Part II, Item 8
(Financial Statements and Supplementary Data) of this Form 10-K.
Recently Adopted and Recently Issued Accounting Guidance.
See the Recently Adopted and Recently Issued Accounting Guidance section of Note B to the Consolidated Financial
Statements in Part II, Item 8 (Financial Statements and Supplementary Data) of this Form 10-K.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not material.
36
Item 8. Financial Statements and Supplementary Data.
Page
Management’s Reports to Howmet Shareholders
38
Report of Independent Registered Public Accounting Firm (PCAOB ID 238)
39
Statement of Consolidated Operations for the Years Ended December 31, 2024, 2023, and 2022
41
Statement of Consolidated Comprehensive Income for the Years Ended December 31, 2024, 2023, and 2022
42
Consolidated Balance Sheet as of December 31, 2024 and 2023
43
Statement of Consolidated Cash Flows for the Years Ended December 31, 2024, 2023, and 2022
44
Statement of Changes in Consolidated Equity for the Years Ended December 31, 2024, 2023, and 2022
45
Notes to the Consolidated Financial Statements
46
37
Management’s Reports to Howmet Shareholders
Management’s Report on Financial Statements and Practices
The accompanying Consolidated Financial Statements of Howmet Aerospace Inc. and its subsidiaries (the “Company”) were
prepared by management, which is responsible for their integrity and objectivity. The statements were prepared in accordance
with accounting principles generally accepted in the United States of America and include amounts that are based on
management’s best judgments and estimates. The other financial information included in the annual report is consistent with
that in the financial statements.
Management also recognizes its responsibility for conducting the Company’s affairs according to the highest standards of
personal and corporate conduct. This responsibility is characterized and reflected in key policy statements issued from time to
time regarding, among other things, conduct of its business activities within the laws of the host countries in which the
Company operates and potentially conflicting outside business interests of its employees. The Company maintains a systematic
program to assess compliance with these policies.
Management’s Report on Internal Control over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company.
In order to evaluate the effectiveness of internal control over financial reporting, as required by Section 404 of the Sarbanes-
Oxley Act, management has conducted an assessment, including testing, using the criteria in Internal Control—Integrated
Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). The
Company’s system of internal control over financial reporting is designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. The Company’s internal control over financial reporting includes those policies and procedures
that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of
America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of
management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial
statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Based on the assessment, management has concluded that the Company maintained effective internal control over financial
reporting as of December 31, 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, 2024 has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which is included
herein.
/s/ John C. Plant
John C. Plant
Executive Chairman and Chief Executive Officer
/s/ Ken Giacobbe
Ken Giacobbe
Executive Vice President and Chief Financial Officer
38
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of Howmet Aerospace Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Howmet Aerospace Inc. and its subsidiaries (the
“Company”) as of December 31, 2024 and 2023, and the related consolidated statements of operations, of comprehensive
income, of changes in equity, and of cash flows for each of the three years in the period ended December 31, 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, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the
three years in the period ended December 31, 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, 2024, based on criteria established in Internal Control - Integrated Framework (2013)
issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal
control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included
in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express
opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting
based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United
States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities
laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement,
whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material
respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement
of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal
control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the
risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based
on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures
that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
39
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or
disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or
complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill Impairment Assessment – Engineered Structures Reporting Unit
As described in Notes A and O to the consolidated financial statements, the Company’s consolidated goodwill balance was
$4,010 million as of December 31, 2024, and the amount of the goodwill associated with the Engineered Structures reporting
unit was $303 million. Goodwill is reviewed for impairment annually (in the fourth quarter) or more frequently if indicators of
impairment exist or if a decision is made to sell or realign a business. Howmet uses a discounted cash flow (“DCF”) model to
estimate the current fair value of the reporting unit, which is compared to its carrying value, when testing for impairment. 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 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; and (ii) a high degree of auditor judgment,
subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to sales growth
and production costs.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall
opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to
management’s goodwill impairment assessment, including controls over the valuation of the Company’s Engineered Structures
reporting unit. 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 growth and production costs. Evaluating management’s significant assumptions related to sales
growth and production costs involved evaluating whether the significant assumptions used by management were reasonable by
considering: (i) the current and past performance of the reporting unit; (ii) the consistency with relevant industry data; and (iii)
considering whether the assumptions were consistent with evidence obtained in other areas of the audit.
/s/ PricewaterhouseCoopers LLP
Pittsburgh, Pennsylvania
February 13, 2025
We have served as the Company’s auditor since 1950.
40
Howmet Aerospace Inc. and subsidiaries
Statement of Consolidated Operations
(in millions, except per-share amounts)
For the year ended December 31,
2024
2023
2022
Sales (C)
$
7,430
$
6,640
$
5,663
Cost of goods sold (exclusive of expenses below)
5,119
4,773
4,103
Selling, general administrative, and other expenses
347
333
288
Research and development expenses
33
36
32
Provision for depreciation and amortization
277
272
265
Restructuring and other charges (D)
21
23
56
Operating income
1,633
1,203
919
Loss on debt redemption (Q)
6
2
2
Interest expense, net (E)
182
218
229
Other expense, net (F)
62
8
82
Income before income taxes
1,383
975
606
Provision for income taxes (H)
228
210
137
Net income
$
1,155
$
765
$
469
Amounts Attributable to Howmet Aerospace Inc. Common Shareholders (J):
Net income
$
1,153
$
763
$
467
Earnings per share:
Basic
$
2.83
$
1.85
$
1.12
Diluted
$
2.81
$
1.83
$
1.11
Average Shares Outstanding (I):
Basic
408
412
416
Diluted
410
416
421
The accompanying notes are an integral part of the consolidated financial statements.
41
Howmet Aerospace Inc. and subsidiaries
Statement of Consolidated Comprehensive Income
(in millions)
For the year ended December 31,
2024
2023
2022
Net income
$
1,155
$
765
$
469
Other comprehensive (loss) income, net of tax (K):
Change in unrecognized net actuarial loss and prior service cost (benefit)
related to pension and other postretirement benefits
17
(36)
146
Foreign currency translation adjustments
(71)
57
(131)
Net change in unrecognized gains (losses) on cash flow hedges
6
(10)
7
Total Other comprehensive (loss) income, net of tax
(48)
11
22
Comprehensive income
$
1,107
$
776
$
491
The accompanying notes are an integral part of the consolidated financial statements.
42
Howmet Aerospace Inc. and subsidiaries
Consolidated Balance Sheet
(in millions)
December 31,
2024
2023
Assets
Current assets:
Cash and cash equivalents
$
564
$
610
Receivables from customers, less allowances of $— in both 2024 and 2023 (L)
689
675
Other receivables (L)
20
17
Inventories (M)
1,840
1,765
Prepaid expenses and other current assets
249
249
Total current assets
3,362
3,316
Properties, plants, and equipment, net (N)
2,386
2,328
Goodwill (A and O)
4,010
4,035
Deferred income taxes (H)
35
46
Intangibles, net (O)
475
505
Other noncurrent assets (A and P)
251
198
Total assets
$
10,519
$
10,428
Liabilities
Current liabilities:
Accounts payable, trade
$
948
$
982
Accrued compensation and retirement costs
305
263
Taxes, including income taxes
60
68
Accrued interest payable
59
65
Other current liabilities (A and P)
171
200
Long-term debt due within one year (Q and R)
6
206
Total current liabilities
1,549
1,784
Long-term debt, less amount due within one year (Q and R)
3,309
3,500
Accrued pension benefits (G)
625
664
Accrued other postretirement benefits (G)
54
92
Other noncurrent liabilities and deferred credits (A and P)
428
351
Total liabilities
5,965
6,391
Contingencies and commitments (U)
Equity
Howmet Aerospace Inc. shareholders’ equity:
Preferred stock (I)
55
55
Common stock (I)
405
410
Additional capital (I)
3,206
3,682
Retained earnings (A)
2,766
1,720
Accumulated other comprehensive loss (A and K)
(1,878)
(1,830)
Total equity
4,554
4,037
Total liabilities and equity
$
10,519
$
10,428
The accompanying notes are an integral part of the consolidated financial statements.
43
Howmet Aerospace Inc. and subsidiaries
Statement of Consolidated Cash Flows
(in millions)
For the year ended December 31,
2024
2023
2022
Operating activities
Net income
$
1,155
$
765
$
469
Adjustments to reconcile net income to cash provided from operations:
Depreciation and amortization
277
272
265
Deferred income taxes
55
108
79
Restructuring and other charges
21
23
56
Net realized and unrealized losses
25
22
18
Net periodic pension cost (G)
40
37
24
Stock-based compensation
63
50
54
Loss on debt redemption (Q)
6
2
2
Other
1
3
12
Changes in assets and liabilities, excluding effects of acquisitions, divestitures,
and foreign currency translation adjustments:
Increase in receivables (L)
(57)
(164)
(161)
Increase in inventories
(106)
(142)
(234)
Increase in prepaid expenses and other current assets
(14)
(24)
(6)
(Decrease) increase in accounts payable, trade
(49)
(7)
246
Increase in accrued expenses
5
37
23
Decrease in taxes, including income taxes
(14)
(7)
(12)
Pension contributions
(79)
(36)
(43)
(Increase) decrease in noncurrent assets
(3)
(4)
1
Decrease in noncurrent liabilities
(28)
(34)
(60)
Cash provided from operations
1,298
901
733
Financing Activities
Net change in short-term borrowings
—
—
(5)
Additions to debt (Q)
500
400
—
Repurchases and payments on debt (Q)
(865)
(876)
(69)
Debt issuance costs (Q)
(5)
(2)
—
Premiums paid on early redemption of debt (Q)
(5)
(1)
(2)
Repurchases of common stock (I)
(500)
(250)
(400)
Proceeds from exercise of employee stock options
8
11
16
Dividends paid to shareholders (I)
(109)
(73)
(44)
Taxes paid for net share settlement of equity awards
(49)
(77)
(22)
Other
(1)
—
—
Cash used for financing activities
(1,026)
(868)
(526)
Investing Activities
Capital expenditures (C and S)
(321)
(219)
(193)
Acquisitions, net of cash acquired
(5)
—
—
Proceeds from the sale of assets and businesses (D and T)
9
2
58
Other
1
2
—
Cash used for investing activities
(316)
(215)
(135)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
(1)
—
(2)
Net change in cash, cash equivalents and restricted cash
(45)
(182)
70
Cash, cash equivalents and restricted cash at beginning of year
610
792
722
Cash, cash equivalents and restricted cash at end of year
$
565
$
610
$
792
The accompanying notes are an integral part of the consolidated financial statements.
44
Howmet Aerospace Inc. and subsidiaries
Statement of Changes in Consolidated Equity
(in millions, except per-share amounts)
Balance at December 31, 2021
$
55 $
422 $
4,291 $
603 $
(1,863) $
3,508
Net income
—
—
—
469
—
469
Other comprehensive income (K)
—
—
—
—
22
22
Cash dividends declared:
Preferred–Class A @ $3.75 per share
—
—
—
(2)
—
(2)
Common @ $0.10 per share
—
—
—
(42)
—
(42)
Repurchase and retirement of common stock (I)
—
(12)
(388)
—
—
(400)
Stock-based compensation (I)
—
—
54
—
—
54
Common stock issued: compensation plans (I)
—
2
(10)
—
—
(8)
Balance at December 31, 2022
$
55 $
412 $
3,947 $
1,028 $
(1,841) $
3,601
Net income
—
—
—
765
—
765
Other comprehensive income (K)
—
—
—
—
11
11
Cash dividends declared:
Preferred–Class A @ $3.75 per share
—
—
—
(2)
—
(2)
Common @ $0.17 per share
—
—
—
(71)
—
(71)
Repurchase and retirement of common stock (I)
—
(5)
(246)
—
—
(251)
Stock-based compensation (I)
—
—
50
—
—
50
Common stock issued: compensation plans (I)
—
3
(69)
—
—
(66)
Balance at December 31, 2023
$
55 $
410 $
3,682 $
1,720 $
(1,830) $
4,037
Net income
—
—
—
1,155
—
1,155
Other comprehensive loss (K)
—
—
—
—
(48)
(48)
Cash dividends declared:
Preferred–Class A @ $3.75 per share
—
—
—
(2)
—
(2)
Common @ $0.26 per share
—
—
—
(107)
—
(107)
Repurchase and retirement of common stock (I)
—
(6)
(498)
—
—
(504)
Stock-based compensation (I)
—
—
63
—
—
63
Common stock issued: compensation plans (I)
—
1
(41)
—
—
(40)
Balance at December 31, 2024
$
55 $
405 $
3,206 $
2,766 $
(1,878) $
4,554
Preferred
stock
Common
stock
Additional
capital
Retained
earnings
Accumulated
other
comprehensive
loss
Total
equity
The accompanying notes are an integral part of the consolidated financial statements.
45
Howmet Aerospace Inc. and subsidiaries
Notes to the Consolidated Financial Statements
(dollars in millions, except share and per-share amounts)
A. Summary of Significant Accounting Policies
Basis of Presentation. The Consolidated Financial Statements of Howmet Aerospace Inc. (formerly known as Arconic Inc.)
and subsidiaries (“Howmet” or the “Company” or “we” or “our”) are prepared in conformity with accounting principles
generally accepted in the United States of America (“GAAP”) and require management to make certain judgments, estimates,
and assumptions. These estimates are based on historical experience and, in some cases, assumptions based on current and
future market expectations, including considerations relating to changes in the aerospace industry. The impact of these changes,
including the macroeconomic considerations, remains highly uncertain. Management has made its best estimates using all
relevant information available at the time, but it is possible that our estimates will differ from our actual results and affect the
Consolidated Financial Statements in future periods and potentially require adverse adjustments to the recoverability of
goodwill, intangible and long-lived assets, the realizability of deferred tax assets, and other judgments and estimations and
assumptions. These may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and
liabilities at the date of the financial statements. They also may affect the reported amounts of sales and expenses during the
reporting period. Actual results could differ from those estimates upon subsequent resolution of identified matters. Certain
amounts in previously issued financial statements were reclassified to conform to the current period presentation.
The Company derived approximately 52%, 49%, and 46% of its revenue from products sold to the commercial aerospace
market for the years ended December 31, 2024, 2023, and 2022, respectively. Aircraft production in the commercial aerospace
industry continues to grow based on increases in demand for narrow body and wide body aircraft. 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. The timing and level of future aircraft builds by original equipment
manufacturers are subject to changes and uncertainties, which may cause our future results to differ from prior periods due to
changes in product mix in certain segments.
Principles of Consolidation. The Consolidated Financial Statements include the accounts of Howmet Aerospace Inc. and
companies in which Howmet Aerospace Inc. has a controlling interest. Intercompany transactions have been eliminated.
Investments in affiliates in which Howmet Aerospace Inc. cannot exercise significant influence that do not have readily
determinable fair values are accounted for at cost less impairment, if any, plus or minus changes resulting from observable price
changes in orderly transactions for the identical or a similar investment of the same issuer.
Management also evaluates whether a Howmet Aerospace Inc. entity or interest is a variable interest entity and whether
Howmet Aerospace Inc. is the primary beneficiary. Consolidation is required if both of these criteria are met. Howmet
Aerospace Inc. does not have any variable interest entities requiring consolidation.
Cash Equivalents. Cash equivalents are highly liquid investments purchased with an original maturity of three months or less.
Inventory Valuation. Inventories are carried at the lower of cost or net realizable value with the cost of inventories determined
under a combination of the first-in, first-out (“FIFO”), last-in, first-out (“LIFO”) and average-cost methods. 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 for further details.
Properties, Plants, and Equipment. Properties, plants, and equipment are recorded at cost. Depreciation is recorded
principally on the straight-line method at rates based on the estimated useful lives of the assets.
The following table details the weighted-average useful lives of structures and machinery and equipment by reporting segment
(numbers in years):
Structures
Machinery and equipment
Engine Products
28
16
Fastening Systems
27
17
Engineered Structures
29
20
Forged Wheels
27
18
46
Gains or losses from the sale of asset groups or properties are generally recorded in Restructuring and other charges while the
sale of individual assets are recorded in Other expense, net (see policy below for assets classified as discontinued operations
and held for sale). Repairs and maintenance are charged to expense as incurred. Interest related to the construction of qualifying
assets is capitalized as part of the construction costs.
Properties, plants, and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the
carrying amount of such assets (asset group) may not be recoverable. Recoverability of assets is determined by comparing the
estimated undiscounted net cash flows of the operations related to the assets (asset group) to their carrying amount.
An impairment loss would be recognized when the carrying amount of the assets (asset group) exceeds the estimated
undiscounted net cash flows. The amount of the impairment loss to be recorded is measured as the excess of the carrying value
of the assets (asset group) over their fair value, with fair value determined using the best information available, which generally
is a discounted cash flow (“DCF”) model. The determination of what constitutes an asset group, the associated estimated
undiscounted net cash flows, and the estimated useful lives of the assets also require significant judgments. See Note N for
further details.
Goodwill. Goodwill is not amortized; instead, it is reviewed for impairment annually (in the fourth quarter) or more frequently
if indicators of impairment exist or if a decision is made to sell or realign a business. A significant amount of judgment is
involved in determining if an indicator of impairment has occurred. Such indicators may include deterioration in general
economic conditions, negative developments in equity and credit markets, adverse changes in the markets in which an entity
operates, increases in input costs that have a negative effect on earnings and cash flows, or a trend of negative or declining cash
flows over multiple periods, among others. The fair value that could be realized in an actual transaction may differ from that
used to evaluate the impairment of goodwill.
Goodwill is allocated among and evaluated for impairment at the reporting unit level, which is defined as an operating segment
or one level below an operating segment. Howmet has four reporting units composed of the Engine Products, Fastening
Systems, Engineered Structures, and Forged Wheels segments.
Howmet determines annually, based on facts and circumstances, which of its reporting units will be subject to the qualitative
assessment. Under the qualitative assessment, various events and circumstances (similar to the impairment indicators above)
that would affect the estimated fair value of a reporting unit are identified to determine if a quantitative assessment should be
performed. Management also considers the most recent forecasted cash flows and discount rates in determining if the prior fair
value measurement estimate may be reduced to a level that would indicate impairment is more likely than not and compares the
weighted average cost of capital (“WACC”) between the current and prior years for each reporting unit. If management
concludes it is more likely than not (greater than 50%) that the estimated fair value of a reporting unit is less than its carrying
amount, we will proceed directly to the quantitative impairment test. Howmet will periodically refresh a reporting unit’s fair
value measurement and this is based on a number of factors, including how much fair value exceeded carrying value in the most
recent quantitative assessment and the reporting unit’s recent performance. Our policy is that a quantitative impairment test be
performed for each reporting unit at least once during every three-year period. For those reporting units where a qualitative
assessment is either not performed or for which the conclusion is that an impairment is more likely than not, a quantitative
impairment test will be performed.
Other Intangible Assets. Intangible assets with indefinite useful lives are not amortized while intangible assets with finite
useful lives are amortized generally on a straight-line basis over the periods benefited.
The following table details the weighted-average useful lives of software and other intangible assets by reporting segment
(numbers in years):
Software
Other intangible assets
Engine Products
7
33
Fastening Systems
5
23
Engineered Structures
3
18
Forged Wheels
4
25
47
Leases. The Company determines whether a contract contains a lease at inception. The Company leases land and buildings,
plant equipment, vehicles, and computer equipment which have been classified as operating leases. Certain real estate leases
include one or more options to renew; the exercise of lease renewal options is at the Company’s discretion. The Company
includes renewal option periods in the lease term when it is determined that the options are reasonably certain to be exercised.
Certain of Howmet’s real estate lease agreements include rental payments that either have fixed contractual increases over time
or adjust periodically for inflation. Certain of the Company’s lease agreements include variable lease payments. The variable
portion of payments is not included in the initial measurement of the right-of-use asset or lease liability due to the uncertainty of
the payment amount and is recorded as lease cost in the period incurred. The Company also rents or subleases certain real estate
to third parties, which is not material to the consolidated financial statements.
Operating lease right-of-use assets and lease liabilities with an initial term greater than 12 months are recorded on the balance
sheet at the present value of the future minimum lease payments over the lease term at the lease commencement date and are
recognized as lease expense on a straight-line basis over the lease term. The Company uses an incremental collateralized
borrowing rate based on the information available at the lease commencement date in determining the present value of future
payments, as most of its leases do not provide an implicit rate. The operating lease right-of-use assets also include any lease
prepayments made and are reduced by lease incentives and accrued exit costs.
Environmental Matters. Expenditures for current operations are expensed or capitalized, as appropriate. Expenditures relating
to existing conditions caused by past operations, which will not contribute to future sales, are expensed. Liabilities are recorded
when remediation costs are probable and can be reasonably estimated. The liability may include costs such as site
investigations, consultant fees, feasibility studies, outside contractors, and monitoring expenses. Estimates are generally not
discounted or reduced by potential claims for recovery. Claims for recovery are recognized when probable and as agreements
are reached with third parties. The estimates also include costs related to other potentially responsible parties to the extent that
Howmet has reason to believe such parties will not fully pay their proportionate share. The liability is continuously reviewed
and adjusted to reflect current remediation progress, prospective estimates of required activity, and other factors that may be
relevant, including changes in technology or regulations.
Litigation and Contingent Liabilities. From time to time, we are involved in various lawsuits, claims, investigations, and
proceedings. These matters may include speculative claims for substantial or indeterminate amounts of damages. Management
determines the likelihood of an unfavorable outcome based on many factors, such as the nature of the matter, available defenses
and case strategy, progress of the matter, views and opinions of legal counsel and other advisors, applicability and success of
appeals processes, and the outcome of similar historical matters, among others. If an unfavorable outcome is deemed probable
and the amount of the potential loss can be estimated, the most reasonable loss estimate is recorded. If an unfavorable outcome
of a matter is deemed probable but the loss is not reasonably estimable, or if an unfavorable outcome is deemed reasonably
possible, then the matter is disclosed but no liability is recorded. Legal matters are reviewed on a continuous basis to determine
if there has been a change in management’s judgment regarding the likelihood of an unfavorable outcome or the estimate of a
potential loss.
Revenue Recognition. The Company's contracts with customers are comprised of acknowledged purchase orders incorporating
the Company’s standard terms and conditions, or for larger customers, may also generally include terms under negotiated multi-
year agreements. These contracts with customers typically consist of the manufacturing of products which represent single
performance obligations that are satisfied upon transfer of control of the product to the customer. The Company produces
fastening systems; seamless rolled rings; investment castings, including airfoils; extruded, machined and formed aircraft parts;
and forged aluminum commercial vehicle wheels. Transfer of control is assessed based on alternative use of the products we
produce and our enforceable right to payment for performance to date under the contract terms. Transfer of control and revenue
recognition generally occur upon shipment or delivery of the product, which is when title, ownership and risk of loss pass to the
customer and is based on the applicable shipping terms. The shipping terms vary across all businesses and depend on the
product, the country of origin, and the type of transportation (truck, train, or vessel). An invoice for payment is issued at the
time of shipment. Our segments set commercial terms on which Howmet sells products to its customers. These terms are
influenced by industry custom, market conditions, product line (specialty versus commodity products), and other
considerations.
In certain circumstances, Howmet receives advanced payments from its customers for product to be delivered in future periods.
These advanced payments are recorded as deferred revenue until the product is delivered and title and risk of loss have passed
to the customer in accordance with the terms of the contract. Deferred revenue was $60 and $64 as of December 31, 2024 and
2023, respectively, and is included in Other current liabilities and Other noncurrent liabilities and deferred credits in the
Consolidated Balance Sheet.
48
Income Taxes. The provision for income taxes is determined using the asset and liability approach of accounting for income
taxes. Under this approach, the provision for income taxes represents income taxes paid or payable (or received or receivable)
for the current year plus the change in deferred taxes during the year. Deferred taxes represent the future tax consequences
expected to occur when the reported amounts of assets and liabilities are recovered or paid, and result from differences between
the financial and tax bases of Howmet’s assets and liabilities and are adjusted for changes in tax rates and tax laws when
enacted.
Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not (greater than 50%) that a tax
benefit will not be realized. In evaluating the need for a valuation allowance, management considers all potential sources of
taxable income, including income available in carryback periods, future reversals of taxable temporary differences, projections
of taxable income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive
evidence includes factors such as a history of profitable operations, projections of future profitability within the carryforward
period, including from tax planning strategies, and Howmet’s experience with similar operations. Existing favorable contracts
and the ability to sell products into established markets are additional positive evidence. Negative evidence includes items such
as cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of
a deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded
may not be realized upon changes in facts and circumstances, resulting in a future charge to establish a valuation allowance.
Existing valuation allowances are re-examined under the same standards of positive and negative evidence. If it is determined
that it is more likely than not that a deferred tax asset will be realized, the appropriate amount of the valuation allowance, if any,
is released. Deferred tax assets and liabilities are also remeasured to reflect changes in underlying tax rates due to law changes
and the granting and lapse of tax holidays.
It is Howmet’s policy to apply a tax law ordering approach when considering the need for a valuation allowance on net
operating losses expected to offset Global Intangible Low-Taxed Income (“GILTI”) inclusions. Under this approach, reductions
in cash tax savings are not considered as part of the valuation allowance assessment. Instead, future GILTI inclusions are
considered a source of taxable income that support the realizability of deferred tax assets.
It is Howmet’s policy to treat taxes due from future inclusions in United States (“U.S.”) taxable income related to GILTI as a
current period expense when incurred.
Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits
meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively
settled, which means that the statute of limitations has expired or the appropriate taxing authority has completed their
examination even though the statute of limitations remains open. Interest and penalties related to uncertain tax positions are
recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties
would be applicable under relevant tax law until such time that the related tax benefits are recognized.
Stock-Based Compensation. Howmet recognizes compensation expense for employee equity grants using the non-substantive
vesting period approach, in which the expense is recognized ratably over the requisite service period based on the grant date fair
value. Forfeitures are accounted for as they occur. For restricted stock unit awards, the fair value is equivalent to the closing
market price of Howmet’s common stock on the date of grant. The fair value of performance awards containing a market
condition is valued using a Monte Carlo valuation model. Determining the fair value at the grant date requires judgment,
including estimates for the average risk-free interest rate, dividend yield, volatility, and exercise behavior. These assumptions
may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time.
Foreign Currency. The local currency is the functional currency for Howmet’s significant operations outside the U.S., except
for certain operations in Canada and the United Kingdom (“U.K.”), where the U.S. dollar is used as the functional currency.
The determination of the functional currency for Howmet’s operations is made based on the appropriate economic and
management indicators.
Derivatives and Hedging. Derivatives are held for purposes other than trading and are part of a formally documented risk
management program. The Company uses commodity derivative financial instruments to manage its economic risk. For interest
rate exposures, we may use interest rate swaps and cross-currency swaps to effect a fixed rate payment and hedge the variability
in future payment changes.
The Company records derivative instruments on its consolidated balance sheets at fair value and evaluates hedge effectiveness
when electing to apply hedge accounting. When electing to apply hedge accounting, the Company formally documents all
derivative hedges at inception and the underlying hedged items, as well as the risk management objectives and strategies for
undertaking the hedge transaction.
49
For derivatives and debt instruments that are designated and qualify for hedge accounting, changes in the fair value are recorded
in Accumulated other comprehensive income (loss). Derivatives that are designated as cash flow hedges are recorded in
Accumulated other comprehensive income (loss) and reclassified to the Consolidated Statements of Operations when the effects
of the item being hedged are recognized in the Consolidated Statements of Operations. The remeasurements of debt instruments
designated as net investment hedges are recorded in Accumulated other comprehensive income (loss) and will be reclassified to
earnings only upon the sale or liquidation of the Company’s hedged net investment. Cash flows from derivatives are recognized
in the Statement of Consolidated Cash Flows in a manner consistent with the underlying transactions.
Acquisitions. Howmet’s business acquisitions are accounted for using the acquisition method. The purchase price is allocated
to the assets acquired and liabilities assumed based on their estimated fair values. Any excess purchase price over the fair value
of the net assets acquired is recorded as goodwill. For all acquisitions, operating results are included in the Statement of
Consolidated Operations from the date of the acquisition.
Discontinued Operations and Assets Held for Sale. For those businesses where management has committed to a plan to
divest, each business is valued at the lower of its carrying amount or estimated fair value less cost to sell. If the carrying amount
of the business exceeds its estimated fair value, an impairment loss is recognized. Fair value is estimated using accepted
valuation techniques such as a DCF model, valuations performed by third parties, earnings multiples, or indicative bids, when
available. A number of significant estimates and assumptions are involved in the application of these techniques, including the
forecasting of markets and market share, sales volumes and prices, costs and expenses, and multiple other factors. Management
considers historical experience and all available information at the time the estimates are made; however, the fair value that is
ultimately realized upon the divestiture of a business may differ from the estimated fair value reflected in the Consolidated
Financial Statements. Depreciation and amortization expense is not recorded on assets of a business to be divested once they are
classified as held for sale. Businesses to be divested are generally classified in the Consolidated Financial Statements as either
discontinued operations or held for sale.
For businesses classified as discontinued operations, the balance sheet amounts and results of operations are reclassified from
their historical presentation to assets and liabilities of discontinued operations on the Consolidated Balance Sheet and to
discontinued operations on the Statement of Consolidated Operations, respectively, for all periods presented. The gains or
losses associated with these divested businesses are recorded in discontinued operations on the Statement of Consolidated
Operations. The Statement of Consolidated Cash Flows is not required to be reclassified for discontinued operations for any
period. Segment information does not include the assets or operating results of businesses classified as discontinued operations
for all periods presented. These businesses are expected to be disposed of within one year.
For businesses classified as held for sale that do not qualify for discontinued operations treatment, the balance sheet and cash
flow amounts are reclassified from their historical presentation to assets and liabilities of operations held for sale for all periods
presented. The results of operations continue to be reported in continuing operations. The gains or losses associated with these
divested businesses are recorded in Restructuring and other charges on the Statement of Consolidated Operations. The segment
information includes the assets and operating results of businesses classified as held for sale for all periods presented.
B. Recently Adopted and Recently Issued Accounting Guidance
Recently Adopted Accounting Guidance.
In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance to enhance disclosures related to
significant segment expenses and other matters related to reportable segments. These changes become effective for fiscal years
beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The adoption
of this new disclosure is reflected in Note C of the Consolidated Financial Statements.
In September 2022, the FASB issued guidance to enhance the transparency of disclosures regarding supplier finance programs.
These changes became effective for fiscal years beginning after December 15, 2022, including interim periods within those
fiscal years, except for the amendment on rollforward information, which is effective for fiscal years beginning after December
15, 2023. The adoption of this new disclosure is reflected in Note S of the Consolidated Financial Statements.
Recently Issued Accounting Guidance.
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.
Management is currently evaluating the impact of these changes on the Consolidated Financial Statements.
In December 2023, the FASB issued guidance to enhance the transparency of income tax disclosures including additional
details on the rate reconciliation and taxes paid by jurisdiction. These changes become effective for fiscal years beginning after
December 15, 2024. Management is currently evaluating the impact of these changes on the Consolidated Financial Statements.
50
C. Segment and Geographic Area Information
Howmet is a global leader in lightweight metals engineering and manufacturing. Howmet’s innovative, multi-material products,
which include nickel, titanium, aluminum, and cobalt, are used worldwide in the aerospace (commercial and defense),
commercial transportation, and industrial and other markets. Segment performance under Howmet’s management reporting
system is evaluated based on Segment Adjusted EBITDA. The Company’s Chief Executive Officer, who has been determined
to be our Chief Operating Decision Maker (“CODM”), believes that Segment Adjusted EBITDA provides information with
respect to the Company’s operating performance and the Company’s ability to meet its financial obligations. Howmet’s
definition of Segment Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) is net margin plus an
add-back for depreciation and amortization. Net margin is equivalent to Sales minus the following items: Cost of goods sold;
Selling, general administrative, and other expenses; Research and development (“R&D”) expenses; and Provision for
depreciation and amortization. Special items, including Restructuring and other charges, are excluded from net margin and
Segment Adjusted EBITDA. The Company’s CODM considers forecast-to-actual variances for Segment Adjusted EBITDA
when allocating resources across the Company’s reportable segments. Segment Adjusted EBITDA may not be comparable to
similarly titled measures of other companies. Differences between the total segment and consolidated totals are in Corporate.
Howmet’s operations consist of four worldwide reportable segments as follows:
Engine Products
Engine Products produces investment castings, including airfoils, and seamless rolled rings primarily for aircraft engines and
industrial gas turbine applications. Engine Products produces rotating parts as well as structural parts.
Fastening Systems
Fastening Systems produces aerospace fastening systems, as well as commercial transportation, industrial and other fasteners.
The business’s high-tech, multi-material fastening systems are found nose to tail on aircraft and aero engines. Fastening
Systems’ products are also critical components of commercial transportation vehicles, and construction, industrial, and
renewable energy equipment.
Engineered Structures
Engineered Structures produces titanium ingots and mill products for aerospace and defense applications and is vertically
integrated to produce titanium forgings, titanium extrusions, and machining services for airframe, wing, aero-engine, and
landing gear components. Engineered Structures also produces aluminum forgings, nickel forgings, and aluminum machined
components and assemblies for aerospace and defense applications.
Forged Wheels
Forged Wheels provides forged aluminum wheels and related products for heavy-duty trucks and the commercial transportation
market.
51
The operating results and assets of the Company's reportable segments were as follows:
Year ended
Engine
Products
Fastening
Systems
Engineered
Structures
Forged
Wheels
Total
Segment
2024
Sales:
Third-party sales
$
3,735
$
1,576
$
1,065
$
1,054
$
7,430
Inter-segment sales
7
1
10
—
18
Total sales
$
3,742
$
1,577
$
1,075
$
1,054
$
7,448
Expenses:
Segment Adjusted cost of goods sold(1)
$
2,495
$
1,061
$
873
$
724
$
5,153
Other segment items(2)
97
110
36
43
286
Profit and loss:
Segment Adjusted EBITDA
$
1,150
$
406
$
166
$
287
$
2,009
Restructuring and other charges
1
5
12
1
19
Provision for depreciation and amortization
139
47
42
42
270
Other:
Capital expenditures
$
219
$
26
$
20
$
45
$
310
Total assets
5,145
2,711
1,355
701
9,912
2023
Sales:
Third-party sales
$
3,266
$
1,349
$
878
$
1,147
$
6,640
Inter-segment sales
13
—
3
—
16
Total sales
$
3,279
$
1,349
$
881
$
1,147
$
6,656
Expenses:
Segment Adjusted cost of goods sold(1)
$
2,295
$
959
$
720
$
796
$
4,770
Other segment items(2)
97
112
48
42
299
Profit and loss:
Segment Adjusted EBITDA
$
887
$
278
$
113
$
309
$
1,587
Restructuring and other (credits) charges
(2)
1
21
—
20
Provision for depreciation and amortization
130
46
47
39
262
Other:
Capital expenditures
$
112
$
31
$
26
$
36
$
205
Total assets
4,926
2,749
1,415
724
9,814
2022
Sales:
Third-party sales
$
2,698
$
1,117
$
790
$
1,058
$
5,663
Inter-segment sales
4
—
6
—
10
Total sales
$
2,702
$
1,117
$
796
$
1,058
$
5,673
Expenses:
Segment Adjusted cost of goods sold(1)
$
1,881
$
782
$
644
$
745
$
4,052
Other segment items(2)
92
101
41
35
269
Profit and loss:
Segment Adjusted EBITDA
$
729
$
234
$
111
$
278
$
1,352
Restructuring and other charges
29
8
7
2
46
Provision for depreciation and amortization
125
45
48
40
258
52
Other:
Capital expenditures
$
94
$
39
$
17
$
28
$
178
Total assets
4,784
2,661
1,273
701
9,419
(1)
Segment Adjusted cost of goods sold is exclusive of Provision for depreciation and amortization, Restructuring and
other charges, and Corporate expenses.
(2)
Other segment items includes Selling, general administrative, and other expenses, and Research and development
expenses; exclusive of Provision for depreciation and amortization, and Restructuring and other charges.
The following table reconciles Total segment capital expenditures, which are presented on an accrual basis, with Capital
expenditures as presented on the Statement of Consolidated Cash Flows. Differences between the total segment and
consolidated totals are in Corporate, including the impact of changes in accrued capital expenditures during the period.
For the year ended December 31,
2024
2023
2022
Total segment capital expenditures
$
310
$
205
$
178
Corporate
11
14
15
Capital expenditures
$
321
$
219
$
193
The following tables reconcile certain segment information to consolidated totals. Differences between the total segment and
consolidated totals are in Corporate.
For the year ended December 31,
2024
2023
2022
Total Segment Adjusted EBITDA
$
2,009
$
1,587
$
1,352
Segment provision for depreciation and amortization
(270)
(262)
(258)
Unallocated amounts:
Restructuring and other charges (D)
(21)
(23)
(56)
Corporate expense
(85)
(99)
(119)
Operating income
$
1,633
$
1,203
$
919
Loss on debt redemption
(6)
(2)
(2)
Interest expense, net
(182)
(218)
(229)
Other expense, net (F)
(62)
(8)
(82)
Income before income taxes
$
1,383
$
975
$
606
December 31,
2024
2023
Assets:
Total segment assets
$
9,912
$
9,814
Unallocated amounts:
Cash and cash equivalents
564
610
Deferred income taxes
36
46
Corporate fixed assets, net
83
83
Fair value of derivative contracts
4
—
Accounts receivable securitization
(250)
(250)
Other
170
125
Consolidated assets
$
10,519
$
10,428
Segment assets include third-party receivables while the accounts receivable securitization item includes the impact of sold
receivables under the Company’s Accounts Receivable securitization programs. See Note L for further details.
53
Geographic information for sales was as follows (based upon the destination of the sale):
For the year ended December 31,
2024
2023
2022
Sales:
United States
$
3,713
$
3,273
$
2,928
France
678
578
394
Germany
458
363
292
Japan
355
378
319
United Kingdom
350
283
228
Italy
287
220
180
Mexico
220
263
235
Canada
174
145
138
Poland
152
130
96
China
103
98
111
Other
940
909
742
$
7,430
$
6,640
$
5,663
Geographic information for long-lived tangible assets was as follows (based upon the physical location of the assets):
December 31,
2024
2023
Long-lived assets:
United States
$
1,864
$
1,760
Hungary
199
200
United Kingdom
121
120
France
112
121
Mexico
68
71
Germany
54
58
China
41
46
Other
82
80
$
2,541
$
2,456
54
The following table disaggregates segment revenue by major market served. Differences between the total segment and
consolidated totals are in Corporate.
Engine
Products
Fastening
Systems
Engineered
Structures
Forged
Wheels
Total
Segment
Year ended December 31, 2024
Aerospace - Commercial
$
2,091 $
1,006 $
774 $
— $
3,871
Aerospace - Defense
766
162
236
—
1,164
Commercial Transportation
—
254
—
1,054
1,308
Industrial and Other
878
154
55
—
1,087
Total end-market revenue
$
3,735 $
1,576 $
1,065 $
1,054 $
7,430
Year ended December 31, 2023
Aerospace - Commercial
$
1,798 $
790 $
641 $
— $
3,229
Aerospace - Defense
670
173
172
—
1,015
Commercial Transportation
—
255
—
1,147
1,402
Industrial and Other
798
131
65
—
994
Total end-market revenue
$
3,266 $
1,349 $
878 $
1,147 $
6,640
Year ended December 31, 2022
Aerospace - Commercial
$
1,495 $
616 $
495 $
— $
2,606
Aerospace - Defense
526
158
239
—
923
Commercial Transportation
—
225
—
1,058
1,283
Industrial and Other
677
118
56
—
851
Total end-market revenue
$
2,698 $
1,117 $
790 $
1,058 $
5,663
The Company derived 68%, 64%, and 62% of its revenue from the aerospace (commercial and defense) markets for the years
ended December 31, 2024, 2023, and 2022, respectively.
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.
RTX Corporation and GE Aerospace each represented approximately 10% of the Company’s third-party sales for the year
ended December 31, 2024. These sales were primarily from the Engine Products segment.
D. Restructuring and Other Charges
Restructuring and other charges were comprised of the following:
For the year ended December 31,
2024
2023
2022
Layoff costs
$
10
$
3
$
—
Net reversals of previously recorded layoff reserves
(3)
(1)
(1)
Pension and other post-retirement benefits - net settlements (G)
—
5
58
Non-cash asset impairments and accelerated depreciation
2
14
1
Net losses (gains) related to divestitures of assets and businesses (T)
12
(1)
(8)
Other
—
3
6
Total restructuring and other charges
$
21
$
23
$
56
Layoff costs were recorded based on approved, detailed action plans submitted by the operating locations that specified
positions to be eliminated, benefits to be paid under existing severance plans, union contracts, or statutory requirements and the
expected timetable for completion of the plans.
2024 Actions. In 2024, Howmet recorded Restructuring and other charges of $21, which were primarily due to a net loss on the
sale of a small U.K. manufacturing facility in Engineered Structures of $13, a $10 charge for layoff costs, including the
separation of 431 employees (283 in Fastening Systems, 111 in Engineered Structures and 37 in Forged Wheels), and
accelerated depreciation, of $2, partially offset by the reversal of $3 for layoff reserves in Engineered Structures related to prior
periods and a gain on the sale of assets at a small U.K. manufacturing facility in Engine Products of $1.
55
As of December 31, 2024, 355 employees of the 431 employees were separated. The remaining separations for the 2024
restructuring programs are expected to be completed in 2025.
2023 Actions. In 2023, Howmet recorded Restructuring and other charges of $23, which included 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, including the separation of 63 employees in Engineered Structures; a
$3 charge for various other exit 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. These charges were partially
offset by a gain of $1 on the sale of assets at a U.S. Engineered Structures facility and a benefit of $1 related to the reversal of
layoff reserves related to prior periods.
As of December 31, 2024, actions related to the 2023 restructuring programs were complete.
2022 Actions. In 2022, Howmet recorded Restructuring and other charges of $56, which included a $58 charge for U.S. and
U.K. pension plans’ settlement accounting; a $6 charge for various other exit costs; and a $1 charge for accelerated depreciation
primarily related to the closure of small U.S. manufacturing facilities in Engineered Structures. These charges were partially
offset by a gain of $8 on the sale of assets at a small U.S. manufacturing facility in Engine Products and a benefit of $1 related
to the reversal of a number of layoff reserves related to prior periods.
As of December 31, 2024, actions related to the 2022 restructuring programs were complete.
Activity and reserve balances for restructuring charges were as follows:
Layoff
costs
Other
exit costs
Total
Reserve balances at December 31, 2021
$
17
$
2
$
19
2022 Activity
Cash payments
(9)
(7)
(16)
Restructuring and other charges
56
—
56
Other(1)
(58)
7
(51)
Reserve balances at December 31, 2022
$
6
$
2
$
8
2023 Activity
Cash payments
$
(3) $
(3) $
(6)
Restructuring and other charges
7
16
23
Other(2)
(5)
(13)
(18)
Reserve balances at December 31, 2023
$
5
$
2
$
7
2024 Activity
Cash payments
$
(8) $
(2) $
(10)
Restructuring and other charges
7
14
21
Other(3)
—
(14)
(14)
Reserve balances at December 31, 2024
$
4
$
—
$
4
(1)
In 2022, other for layoff costs included $58 in settlement accounting charges related to U.S. and U.K. pension plans;
while other for other exit costs included a gain of $8 on the sale of assets, which was offset by a $1 charge for
accelerated depreciation.
(2)
In 2023, other for layoff costs included $5 in settlement accounting charges related to U.S. and Canadian pension
plans; while other for other exit costs included charges of $12 related to the impairment of assets and a $2 charge for
accelerated depreciation which was offset by a gain of $1 on the sale of assets.
(3)
In 2024, other for other exit costs included a net loss of $13 on the sale of a small U.K. manufacturing facility and a
charge of $2 for accelerated depreciation, partially offset by a gain on the sale of assets at a small U.K. manufacturing
facility in Engine Products of $1.
The remaining reserves as of December 31, 2024 are expected to be paid in cash during 2025.
56
E. Interest Cost Components
For the year ended December 31,
2024
2023
2022
Amount charged to interest expense, net
$
182
$
218
$
229
Loss on debt redemption (Q)
6
2
2
Amount capitalized
7
6
6
Total interest cost
$
195
$
226
$
237
F. Other Expense, Net
For the year ended December 31,
2024
2023
2022
Non-service costs - pension and other postretirement benefits (G)
$
29
$
29
$
16
Interest income
(20)
(23)
(6)
Foreign currency losses (gains), net
13
(2)
(1)
Net realized and unrealized losses(1)
25
22
18
Deferred compensation
15
10
(8)
Legal proceeding(2)
—
(25)
65
Other, net
—
(3)
(2)
Total other expense, net
$
62
$
8
$
82
(1)
In all periods presented, Net realized and unrealized losses primarily includes costs associated with sales under the
Company’s accounts receivables securitization arrangement and sales of other customer receivables (See Note L).
(2)
In 2023, due to the final settlement of the Lehman Brothers International (Europe) legal proceeding (See Note U),
Legal proceeding included the reversal of $25, net of legal fees of $1, of the $65 pre-tax charge taken in 2022.
G. Pension and Other Postretirement Benefits
Howmet maintains pension plans covering U.S. employees and certain employees in foreign locations. Defined pension benefits
generally depend on length of service and job grade. The majority of benefits are paid through pension trusts that are
sufficiently funded to ensure that all plans can pay benefits to retirees as they become due. Most salaried and non-bargaining
hourly U.S. employees hired after March 1, 2006 participate in a defined contribution plan instead of a defined benefit plan.
Howmet also maintains health care and life insurance postretirement benefit plans covering eligible U.S. retired employees.
Generally, the medical plans are unfunded and pay a percentage of medical expenses, reduced by deductibles and other
coverage. Life benefits are generally provided by insurance contracts. Howmet retains the right, subject to existing agreements,
to change or eliminate these benefits. Effective May 1, 2019, salaried and non-bargaining hourly U.S. employees and retirees
are not eligible for postretirement life insurance benefits. Effective July 1, 2024, salaried and non-bargaining hourly U.S.
employees are not eligible for any postretirement medical benefits.
In 2023 and 2022, the Company applied settlement accounting to certain U.S., U.K., and Canadian pension plans due to lump
sum payments to participants, which resulted in settlement charges of $2 and $17, respectively, that were recorded in
Restructuring and other charges.
In May and July 2023, Howmet entered into new collective bargaining agreements with the United Autoworkers and United
Steel Workers, respectively. These agreements amended the existing health and welfare plans, resulting in an adjustment to the
Company’s Accrued other postretirement benefits liability of $10, which was offset in Accumulated other comprehensive loss.
In June 2023, the Company undertook additional actions to reduce U.S. gross pension obligations by $19 by purchasing group
annuity contracts with a third-party carrier to pay and administer future annuity payments. These actions resulted in a settlement
charge of $3 and were recorded in Restructuring and other charges in the second quarter ended June 30, 2023 in the Statement
of Consolidated Operations. The funded status of the plans have not been significantly impacted.
In 2022, a certain U.S. pension plan attained funding levels that allowed full lump sum payments. These payments resulted in
settlement charges of $41 that were recorded in Restructuring and other charges in the Statement of Consolidated Operations.
In December 2022, the Canadian pension plan was amended to provide for termination of the plan. As a result, the Company
recognized a reduction of $2 in the pension benefit obligation through curtailment, which was offset in Accumulated other
comprehensive loss in the Consolidated Balance Sheet. The wind-up efforts and satisfaction of all plan liabilities are expected
to be completed in 2025.
57
Obligations and Funded Status
Pension benefits
Other
postretirement benefits
December 31,
2024
2023
2024
2023
Change in benefit obligation
Benefit obligation at beginning of year
$
1,592
$
1,599 $
103
$
120
Service cost
3
3
1
1
Interest cost
75
80
5
7
Amendments
—
—
(2)
(10)
Actuarial (gains) losses(1)
(58)
50
(36)
(1)
Settlements
—
(31)
—
—
Benefits paid
(112)
(118)
(11)
(14)
Foreign currency translation impact
(4)
9
—
—
Benefit obligation at end of year(2)
$
1,496
$
1,592 $
60
$
103
Change in plan assets(2)
Fair value of plan assets at beginning of year
$
925
$
970 $
—
$
—
Actual (loss) return on plan assets
(8)
57
—
—
Employer contributions
79
36
—
—
Benefits paid
(95)
(101)
—
—
Administrative expenses
(12)
(13)
—
—
Settlement payments
—
(32)
—
—
Foreign currency translation impact
(3)
8
—
—
Fair value of plan assets at end of year(2)
$
886
$
925 $
—
$
—
Funded status
$
(610) $
(667) $
(60) $
(103)
Amounts recognized in the Consolidated Balance
Sheet consist of:
Noncurrent assets
$
31
$
13 $
—
$
—
Current liabilities
(16)
(16)
(6)
(11)
Noncurrent liabilities
(625)
(664)
(54)
(92)
Net amount recognized
$
(610) $
(667) $
(60) $
(103)
Amounts recognized in Accumulated Other
Comprehensive Loss consist of:
Net actuarial loss (gain)
$
956
$
960 $
(59) $
(26)
Prior service cost (benefit)
2
2
(33)
(41)
Net amount recognized, before tax effect
$
958
$
962 $
(92) $
(67)
Other changes in plan assets and benefit obligations
recognized in Other Comprehensive Loss consist of:
Net actuarial cost (benefit)
$
28
$
86 $
(36) $
(1)
Amortization of accumulated net actuarial (loss) benefit
(32)
(33)
3
3
Prior service benefit
—
—
(2)
(10)
Amortization of prior service benefit
—
—
10
9
Net amount recognized, before tax effect
$
(4) $
53 $
(25) $
1
(1)
As of December 31, 2024, the actuarial gains impacting the benefit obligation were primarily due to changes in the
discount rate, partially offset by asset returns being lower than expected. At December 31, 2023, the actuarial losses
impacting the benefit obligation were primarily due to changes in the discount rate as well as asset returns being lower
than expected.
(2)
As of December 31, 2024, the benefit obligation, fair value of plan assets, and funded status for U.S. pension plans
were $1,356, $739, and $(617), respectively. As of December 31, 2023, the benefit obligation, fair value of plan assets,
and funded status for U.S. pension plans were $1,434, $780, and $(654), respectively.
58
Pension Plan Benefit Obligations
Pension benefits
2024
2023
The projected benefit obligation and accumulated benefit obligation for all defined benefit
pension plans were as follows:
Projected benefit obligation
$
1,496
$
1,592
Accumulated benefit obligation
1,495
1,591
The aggregate projected benefit obligation and fair value of plan assets for pension plans
with projected benefit obligations in excess of plan assets were as follows:
Projected benefit obligation
1,380
1,459
Fair value of plan assets
739
780
The aggregate accumulated benefit obligation and fair value of plan assets for pension plans
with accumulated benefit obligations in excess of plan assets were as follows:
Accumulated benefit obligation
1,379
1,459
Fair value of plan assets
739
780
Components of Net Periodic Benefit Cost
Pension benefits(1)
Other postretirement benefits
For the year ended December 31,
2024
2023
2022
2024
2023
2022
Service cost
$
3
$
3
$
4 $
1
$
1
$
2
Interest cost
75
80
51
5
7
4
Expected return on plan assets
(70)
(74)
(80)
—
—
—
Recognized net actuarial loss (gain)
32
28
49
(3)
(3)
1
Amortization of prior service benefit
—
—
—
(10)
(9)
(9)
Settlements(2)
—
5
58
—
—
—
Net periodic benefit cost(3)
$
40
$
42
$
82 $
(7) $
(4) $
(2)
(1)
In 2024, 2023, and 2022, net periodic benefit cost for U.S. pension plans was $40, $40, and $79, respectively.
(2)
In 2023, settlements were related to U.S. and Canadian actions including an annuity buyout and lump sum benefit
payments. In 2022, settlements were related to U.S. and U.K. lump sum benefit payments.
(3)
Service cost was included within Cost of goods sold and Selling, general administrative, and other expenses;
settlements were included in Restructuring and other charges; all other cost components were recorded in Other
expense, net in the Statement of Consolidated Operations.
Assumptions
Weighted average assumptions used to determine benefit obligations for pension and other postretirement benefit plans were as
follows:
December 31,
2024
2023
Discount rate
5.60 %
5.10 %
Cash balance plan interest crediting rate
3.00 %
3.00 %
The U.S. discount rate is determined using a Company-specific yield curve model (above-median) developed with the
assistance of an external actuary, while both the U.K. and Canada utilize models developed internally by their respective
actuary. The cash flows of the plans’ projected benefit obligations are discounted using a single equivalent rate derived from
yields on high quality corporate bonds, which represent a broad diversification of issuers in various sectors, including finance
and banking, industrials, transportation, and utilities, among others. The yield curve models parallel the plans’ projected cash
flows, which have a global average duration of 9 years. The underlying cash flows of the bonds included in the models exceed
the cash flows needed to satisfy the Company’s plans’ obligations multiple times.
Benefit accruals for future compensation under the Company’s major salaried and non-bargained hourly defined benefit
pension plans have ceased. The rate of compensation increase no longer impacts the determination of the benefit obligation.
59
Weighted average assumptions used to determine net periodic benefit cost for pension and other postretirement benefit plans
were as follows:
2024
2023
2022
Discount rate to calculate service cost(1)
5.10 %
5.50 %
2.80 %
Discount rate to calculate interest cost(1)
4.90 %
5.30 %
2.50 %
Expected long-term rate of return on plan assets
6.70 %
6.70 %
6.70 %
Cash balance plan interest crediting rate
3.00 %
3.00 %
3.00 %
(1)
In all periods presented, the respective global discount rates were used to determine net periodic benefit cost for most
pension plans for the full annual period. The discount rates for certain plans were updated during 2024, 2023, and 2022
to reflect the remeasurement of these plans due to amendments, settlements, and/or curtailments. The weighted-
average rates reflecting these remeasurements does not significantly differ from the rates presented.
The expected long-term rate of return on plan assets (“EROA”) is generally applied to a five-year market-related value of plan
assets. The process used by management to develop this assumption is one that relies on a combination of historical asset return
information and forward-looking returns by asset class. As it relates to historical asset return information, management focuses
on various historical moving averages when developing this assumption. While consideration is given to recent performance
and historical returns, the assumption represents a long-term, prospective return. Management also incorporates expected future
returns on current and planned asset allocations using information from various external investment managers and consultants,
as well as management’s own judgment.
For 2025, management anticipates that approximately 7% will continue to be the expected long-term rate of return for global
plan assets. EROA assumptions are developed by country. Annual changes in the weighted average EROA are impacted by the
relative size of the assets by country.
For 2024, 2023, and 2022, the U.S. expected long-term rate of return used by management was based on the prevailing and
planned strategic asset allocations, as well as estimates of future returns by asset class. These rates were within the respective
range of the 20-year moving average of actual performance and the expected future returns developed by asset class.
Assumed health care cost trend rates for U.S. other postretirement benefit plans were as follows:
2024
2023
2022
Health care cost trend rate assumed for next year
5.50 %
5.50 %
5.50 %
Rate to which the cost trend rate gradually declines
4.50 %
4.50 %
4.50 %
Year that the rate reaches the rate at which it is assumed to remain
2027
2026
2025
The assumed health care cost trend rate is used to measure the expected cost of gross eligible charges covered by Howmet’s
other postretirement benefit plans. For 2025, a 5.50% trend rate will be used, reflecting management’s best estimate of the
change in future health care costs covered by the plans. The plans’ actual annual health care cost trend experience over the past
three years has ranged from (0.40)% to 1.50%. Management’s best estimate considering actual and expected annual health care
costs is to maintain the 5.50% trend rate as indicative of expected increases for future health care costs over the long-term.
Plan Assets
Howmet’s pension plans’ investment policy as of December 31, 2024 by asset class, were as follows:
Asset class
Policy range(1)
Equities
20–55%
Fixed income
25–55%
Other investments
15–35%
(1)
Policy range is for U.S. plan assets only, as both the U.K. and Canadian asset investment allocations are controlled by
a third-party trustee with input from Howmet.
60
The principal objectives underlying the investment of the pension plans’ assets are to ensure that Howmet can properly fund
benefit obligations as they become due under a broad range of potential economic and financial scenarios, maximize the long-
term investment return with an acceptable level of risk based on such obligations, and broadly diversify investments across and
within various asset classes to protect asset values against adverse movements. Specific objectives for long-term investment
strategy include reducing the volatility of pension assets relative to pension liabilities and attaining and maintaining a
sufficiently funded status. The use of derivative instruments is permitted where appropriate and necessary for achieving overall
investment policy objectives. The investment strategy uses long duration bonds and derivative instruments to offset a portion of
the interest rate sensitivity of U.S. pension liabilities. Exposure to broad equity risk is decreased and diversified through
investments in hedge funds, private equity, private credit, private real estate, high-yield bonds, global and emerging market
debt, and global and emerging market equities. Investments are further diversified by strategy, asset class, geography, and
sector to enhance returns and mitigate downside risk. A large number of external investment managers are used to gain broad
exposure to the financial markets and to mitigate manager-concentration risk.
Investment practices comply with the requirements of the Employee Retirement Income Security Act (“ERISA”) and other
applicable laws and regulations.
The following section describes the valuation methodologies used to measure the fair value of pension plan assets, including an
indication of the level in the fair value hierarchy in which each type of asset is generally classified (See Note R for the
definition of fair value and a description of the fair value hierarchy).
Equities. These securities consist of: (i) direct investments in the stock of publicly traded U.S. and non-U.S. companies that are
valued based on the closing price reported in an active market on which the individual securities are traded (generally classified
in Level 1); (ii) the plans’ share of commingled funds that are invested in the stock of publicly traded companies and are valued
at the net asset value of shares held at December 31 (included in Level 1 and Level 2); and (iii) direct investments in long/short
equity hedge funds and private equity (limited partnerships and venture capital partnerships) that are valued at net asset value.
Fixed income. These securities consist of: (i) U.S. government debt that are generally valued using quoted prices (included in
Level 1); (ii) cash and cash equivalents invested in publicly-traded funds and are valued based on the closing price reported in
an active market on which the individual securities are traded (generally classified in Level 1); (iii) publicly traded U.S. and
non-U.S. fixed interest obligations (principally corporate bonds and debentures) and are valued through consultation and
evaluation with brokers in the institutional market using quoted prices and other observable market data (included in Level 2);
(iv) fixed income derivatives that are generally valued using industry standard models with market-based observable inputs
(included in Level 2); and (v) cash and cash equivalents invested in institutional funds and are valued at net asset value.
Other investments. These investments include, among others: (i) real estate investment trusts that are valued based on the
quoted prices and other observable market data (included in Level 2) and (ii) direct investments of discretionary and systematic
macro hedge funds and private real estate (includes limited partnerships) that are valued at net asset value.
The fair value methods described above may not be indicative of net realizable value or reflective of future fair values.
Additionally, while Howmet believes the valuation methods used by the plans’ trustees are appropriate and consistent with
other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial
instruments could result in a different fair value measurement at the reporting date.
61
The following table presents the fair value of pension plan assets classified under the appropriate level of the fair value
hierarchy or net asset value:
December 31, 2024
Level 1
Level 2
Net Asset Value
Total
Equities:
Equity securities
$
1
$
130
$
300
$
431
Long/short equity hedge funds
—
—
20
20
Private equity
—
—
112
112
$
1
$
130
$
432
$
563
Fixed income:
Intermediate and long duration government/credit
$
71
$
57
$
—
$
128
Other
18
66
—
84
$
89
$
123
$
—
$
212
Other investments:
Real estate
$
—
$
1
$
54
$
55
Discretionary and systematic macro hedge funds
—
—
40
40
Other
—
—
5
5
$
—
$
1
$
99
$
100
Net plan assets(1)
$
90
$
254
$
531
$
875
December 31, 2023
Level 1
Level 2
Net Asset Value
Total
Equities:
Equity securities
$
—
$
85
$
225
$
310
Long/short equity hedge funds
—
—
18
18
Private equity
—
—
108
108
$
—
$
85
$
351
$
436
Fixed income:
Intermediate and long duration government/credit
$
199
$
151
$
—
$
350
Other
6
63
—
69
$
205
$
214
$
—
$
419
Other investments:
Real estate
$
—
$
5
$
68
$
73
Discretionary and systematic macro hedge funds
—
—
29
29
Other
—
—
3
3
$
—
$
5
$
100
$
105
Net plan assets(2)
$
205
$
304
$
451
$
960
(1)
As of December 31, 2024, the total fair value of pension plans’ assets excludes a net receivable of $11, which
represents securities purchased and sold but not yet settled plus interest and dividends earned on various investments.
(2)
As of December 31, 2023, the total fair value of pension plans’ assets excludes a net payable of $35, which represents
securities purchased and sold but not yet settled offset by interest and dividends earned on various investments.
Funding and Cash Flows
It is Howmet’s policy to fund amounts for pension plans sufficient to meet the minimum requirements set forth in the benefits
laws and tax laws of the applicable country. Periodically, Howmet contributes additional amounts as deemed appropriate. In
2024 and 2023, cash contributions to Howmet’s pension plans were $79 and $36, respectively.
The contributions to the Company’s pension plans in 2025 are estimated to be $60 (of which $44 is for U.S. plans).
62
Benefit payments expected to be paid to pension and other postretirement benefit plans’ participants utilizing the current
assumptions outlined above are as follows:
For the year ended December 31,
Pension
benefits
Other post-
retirement
benefits
2025
$
138
$
6
2026
133
6
2027
131
6
2028
131
6
2029
126
6
2030 - 2034
576
26
Total
$
1,235
$
56
Defined Contribution Plans
Howmet sponsors savings and investment plans in various countries, primarily in the U.S. Howmet’s contributions and
expenses related to these plans were $92, $82, and $76 in 2024, 2023, and 2022, respectively. U.S. employees may contribute a
portion of their compensation to the plans, and Howmet matches a portion of these contributions in equivalent form of the
investments elected by the employee. Additionally, for certain U.S. employees, Howmet makes a contribution of either a
percentage of applicable eligible compensation or per hour worked.
H. Income Taxes
The components of income before income taxes were as follows:
For the year ended December 31,
2024
2023
2022
United States
$
901
$
538
$
287
Foreign
482
437
319
Total
$
1,383
$
975
$
606
63
The provision for income taxes consisted of the following:
For the year ended December 31,
2024
2023
2022
Current:
Federal(1)
$
70
$
5
$
3
Foreign
98
94
53
State and local
4
2
—
172
101
56
Deferred:
Federal
43
92
71
Foreign
17
16
5
State and local
(4)
1
5
56
109
81
Total
$
228
$
210
$
137
(1)
Federal includes U.S. taxes related to foreign income.
A reconciliation of the U.S. federal statutory rate to Howmet’s effective tax rate was as follows (the effective tax rate for 2024,
2023, and 2022 was a provision on income):
For the year ended December 31,
2024
2023
2022
U.S. federal statutory rate
21.0 %
21.0 %
21.0 %
Foreign tax rate differential
0.7
(0.1)
0.1
U.S. and residual tax on foreign earnings(1)
(0.6)
0.6
1.2
U.S. state and local taxes, net of federal income tax effect
1.0
0.7
0.5
Non-deductible officer compensation
0.7
0.7
1.2
Tax holidays
(0.4)
(0.4)
(0.5)
Tax credits(2)
(5.1)
(0.7)
(0.9)
Changes in valuation allowances
(0.6)
(1.1)
1.4
Changes in uncertain tax positions(3)
—
2.1
—
Excess benefit for stock compensation
(0.7)
(0.8)
(0.8)
Other
0.5
(0.5)
(0.6)
Effective tax rate
16.5 %
21.5 %
22.6 %
(1)
It is Howmet’s policy to treat taxes due from future inclusions in U.S. taxable income related to GILTI as a current
period expense when incurred.
(2)
In 2024, the Company completed an R&D study, and as a result recorded a discrete tax benefit for $42 of prior year
federal R&D credits approved under audit by the U.S. Internal Revenue Service and $8 of prior year state R&D
credits. The Company also recorded a tax benefit for federal and state R&D credits earned during the current year of
$13 and $3, respectively.
(3)
In 2023, the Company recorded an income tax reserve of $21 related to an uncertain French tax position.
64
The components of net deferred tax assets and liabilities were as follows:
2024
2023
December 31,
Deferred
tax
assets
Deferred
tax
liabilities
Deferred
tax
assets
Deferred
tax
liabilities
Depreciation
$
8
$
529 $
8
$
510
R&D capitalization
73
—
24
—
Employee benefits
232
9
240
4
Loss provisions
11
2
28
1
Deferred income/expense
46
293
32
1,210
Interest
6
—
32
—
Tax loss carryforwards
1,941
—
2,905
—
Tax credit carryforwards
110
—
216
—
Other
5
8
10
4
$
2,432
$
841 $
3,495
$
1,729
Valuation allowance
(1,705)
—
(1,821)
—
Total
$
727
$
841 $
1,674
$
1,729
The following table details the expiration periods of the deferred tax assets presented above:
December 31, 2024
Expires
within
10 years
Expires
within
11-20 years
No
Expiration(1)
Other(2)
Total
Tax loss carryforwards
$
427
$
393
$
1,121
$
—
$
1,941
Tax credit carryforwards
94
7
9
—
110
Other(3)
—
—
345
36
381
Valuation allowance
(481)
(324)
(897)
(3)
(1,705)
Total
$
40
$
76
$
578
$
33
$
727
(1)
Deferred tax assets with no expiration may still have annual limitations on utilization.
(2)
Other represents deferred tax assets whose expiration is dependent upon the reversal of the underlying temporary
difference.
(3)
A substantial amount of Other deferred tax assets relates to employee benefits that will become deductible for tax
purposes in jurisdictions with unlimited expiration over an extended period of time as contributions are made to
employee benefit plans and payments are made to retirees.
The total deferred tax asset (net of valuation allowance) is supported by projections of future taxable income exclusive of
reversing temporary differences (5%), and taxable temporary differences that reverse within the carryforward period (95%).
Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not (greater than 50%) that a tax
benefit will not be realized. In evaluating the need for a valuation allowance, management considers all potential sources of
taxable income, including income available in carryback periods, future reversals of taxable temporary differences, projections
of taxable income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive
evidence includes factors such as a history of profitable operations, projections of future profitability within the carryforward
period, including from tax planning strategies, and Howmet’s experience with similar operations. Existing favorable contracts
and the ability to sell products into established markets are additional positive evidence. Negative evidence includes items such
as cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of
a deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded
may not be realized upon changes in facts and circumstances, resulting in a future charge to establish a valuation allowance.
Existing valuation allowances are re-examined under the same standards of positive and negative evidence. If it is determined
that it is more likely than not that a deferred tax asset will be realized, the appropriate amount of the valuation allowance, if any,
is released. Deferred tax assets and liabilities are also remeasured to reflect changes in underlying tax rates due to law changes
and the granting and lapse of tax holidays.
It is Howmet’s policy to apply a tax law ordering approach when considering the need for a valuation allowance on net
operating losses expected to offset GILTI income inclusions. Under this approach, reductions in cash tax savings are not
65
considered as part of the valuation allowance assessment. Instead, future GILTI inclusions are considered a source of taxable
income that support the realizability of deferred tax assets.
Howmet’s foreign tax credits in the U.S. have a 10-year carryforward period with expirations ranging from 2025 to 2027 (as of
December 31, 2024). Valuation allowances were initially established in prior years on a portion of the foreign tax credit
carryforwards, primarily due to insufficient foreign source income to allow for full utilization of the credits within the
expiration period. Foreign tax credits of $46 and $20 expired at the end of 2024 and 2023, respectively, resulting in a
corresponding decrease to the valuation allowance. Due to an increase in foreign source income, the Company decreased the
valuation allowance accordingly by an additional $4 and $14 in 2024 and 2023, respectively. As of December 31, 2024, the
cumulative amount of the valuation allowance was $41. The need for this valuation allowance will be reassessed on a
continuous basis in future periods and, as a result, the allowance may increase or decrease based on changes in facts and
circumstances.
The Company recorded a net $7 decrease, $2 decrease, and $1 decrease to U.S. state valuation allowances in 2024, 2023, and
2022, respectively. After weighing all available positive and negative evidence, the Company determined the adjustments based
on the underlying net deferred tax assets that were more likely than not realizable based on projected taxable income. Changes
in fully reserved U.S. state tax losses, credits and other deferred tax assets resulting from expirations, audit adjustments, tax
rate, and tax law changes also resulted in a corresponding net $30 decrease, $49 decrease, and $142 decrease in the valuation
allowance in 2024, 2023, and 2022, respectively. Valuation allowances of $401 remain against state deferred tax assets
expected to expire before utilization. The need for valuation allowances against state deferred tax assets will be reassessed on a
continuous basis in future periods and, as a result, the allowance may increase or decrease based on changes in facts and
circumstances.
In 2022, after weighing all available evidence, the Company released a $6 valuation allowance in the U.K. related to interest
deduction carryforwards. The need for valuation allowances will be reassessed by entity and by jurisdiction on a continuous
basis in future periods and, as a result, the allowances may increase or decrease based on changes in facts and circumstances.
The following table details the changes in the valuation allowance:
December 31,
2024
2023
2022
Balance at beginning of year
$
1,821
$
1,965
$
2,279
Increase to allowance
20
21
40
Release of allowance
(127)
(198)
(154)
Acquisitions, divestitures and liquidations
75
(16)
—
Tax apportionment, tax rate and tax law changes
(2)
(11)
(110)
Foreign currency translation
(82)
60
(90)
Balance at end of year
$
1,705
$
1,821
$
1,965
Foreign U.S. GAAP earnings that have not otherwise been subject to U.S. tax, will generally be exempt from future U.S. tax
under the 2017 Act when distributed. Such distributions, as well as distributions of previously taxed foreign earnings, could
potentially be subject to U.S. state tax in certain states, and foreign withholding taxes. Foreign currency gains/losses related to
the translation of previously taxed earnings from functional currency to U.S. dollars could also be subject to U.S. tax when
distributed. Howmet would expect the potential withholding tax, U.S. state tax, and U.S. capital gains tax impacts to be
immaterial and the potential deferred tax liability associated with future currency gains to be impracticable to determine.
Howmet and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions.
With a few minor exceptions, Howmet is no longer subject to income tax examinations by tax authorities for years prior to
2014. All U.S. tax years prior to 2024 have been audited by the Internal Revenue Service. Various state and foreign jurisdiction
tax authorities are in the process of examining the Company’s income tax returns for various tax years through 2023. The
Company had net cash income tax payments of $177, $104, and $50 in 2024, 2023, and 2022, respectively.
66
A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) was as
follows:
December 31,
2024
2023
2022
Balance at beginning of year
$
16
$
2
$
2
Additions for tax positions of the current year
—
1
—
Additions for tax positions of prior years
—
13
—
Settlements with tax authorities
(14)
—
—
Foreign currency translation
(1)
—
—
Balance at end of year
$
1
$
16
$
2
For all periods presented, a portion of the balance pertains to state tax liabilities, which are presented before any offset for
federal tax benefits. The effect of unrecognized tax benefits, if recorded, that would impact the annual effective tax rate for
2024, 2023, and 2022 would be less than 1%, 2%, and less than 1%, respectively, of pre-tax book income. Howmet does not
anticipate that changes in its unrecognized tax benefits will have a material impact on the Statement of Consolidated Operations
during 2025.
It is Howmet’s policy to recognize interest and penalties related to income taxes as a component of the Provision for income
taxes in the Statement of Consolidated Operations. Howmet recognized interest and penalties of $1, $7, and less than $1 in
2024, 2023, and 2022, respectively. Due to the expiration of the statute of limitations, settlements with tax authorities,
reductions in prior accruals, and refunded overpayments, Howmet recognized interest income of $0, $2, and less than $1 in
2024, 2023, and 2022, respectively. As of December 31, 2024, 2023, and 2022, the amount accrued for the payment of interest
and penalties was $9, $11, and less than $1, respectively.
I. Preferred and Common Stock
Preferred Stock. Howmet has two classes of preferred stock: $3.75 Cumulative Preferred Stock (“Class A Preferred Stock”)
and Class B Serial Preferred Stock. Class A Preferred Stock has 660,000 shares authorized at a par value of $100 per share with
an annual $3.75 cumulative dividend preference per share. There were 546,024 shares of Class A Preferred Stock outstanding
as of both December 31, 2024 and 2023. Class B Serial Preferred Stock has 10,000,000 shares authorized at a par value of $1
per share. There were no shares of Class B Serial Preferred Stock outstanding as of both December 31, 2024 and 2023.
Common Stock. As of December 31, 2024, there were 600,000,000 shares authorized at a par value of $1 per share, and
405,431,361 shares issued and outstanding. Dividends paid were $0.26 per share in 2024 ($0.05 per share in each of the first
and second quarters of 2024 and $0.08 per share in each of the third and fourth quarter of 2024), $0.17 per share in 2023 ($0.04
per share in each of the first, second, and third quarters of 2023 and $0.05 per share in the fourth quarter of 2023), and $0.10 per
share in 2022 ($0.02 per share in each of the first, second, and third quarters of 2022 and $0.04 per share in the fourth quarter of
2022).
As of December 31, 2024, 47 million shares of common stock were reserved for issuance under Howmet’s stock-based
compensation plans. As of December 31, 2024, 24 million shares remain available for issuance. Howmet issues new shares to
satisfy the exercise of stock options and the conversion of stock awards.
Common Stock Outstanding and Share Activity (number of shares)
Balance at December 31, 2021
421,691,912
Issued for stock-based compensation plans
1,819,651
Repurchase and retirement of common stock
(11,356,506)
Balance at December 31, 2022
412,155,057
Issued for stock-based compensation plans
2,993,340
Repurchase and retirement of common stock
(5,233,936)
Balance at December 31, 2023
409,914,461
Issued for stock-based compensation plans
1,287,412
Repurchase and retirement of common stock
(5,770,512)
Balance at December 31, 2024
405,431,361
67
The following table provides details for share repurchases during 2024, 2023, and 2022:
Number of
shares
Average price
per share(1)
Total
Q1 2024 open market repurchase
2,243,259
$66.87
$150
Q2 2024 open market repurchase
734,737
$81.66
$60
Q3 2024 open market repurchase
1,061,323
$94.22
$100
Q4 2024 open market repurchase
1,731,193
$109.75
$190
2024 Share repurchase total
5,770,512
$86.65
$500
Q1 2023 open market repurchase
576,629
$43.36
$25
Q2 2023 open market repurchase
2,246,294
$44.52
$100
Q3 2023 open market repurchase
506,800
$49.32
$25
Q4 2023 open market repurchase
1,904,213
$52.52
$100
2023 Share repurchase total
5,233,936
$47.76
$250
Q1 2022 open market repurchase
5,147,307
$34.00
$175
Q2 2022 open market repurchase
1,770,271
$33.89
$60
Q3 2022 open market repurchase
2,764,846
$36.17
$100
Q4 2022 open market repurchase
1,674,082
$38.83
$65
2022 Share repurchase total
11,356,506
$35.22
$400
(1)
Excludes commissions cost.
The total value of shares repurchased during 2024, 2023, and 2022 were $500, $250, and $400, respectively. All of the shares
repurchased during 2024, 2023, and 2022 were immediately retired. The Company has a share repurchase program (the “Share
Repurchase Program”) that, after giving effect to the additional $50 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 in Board authorization remaining
available as of January 31, 2025. The current Share Repurchase Program was authorized by the Company’s Board of Directors
on August 18, 2021 at $1,500, which was increased by the Board by $2,000 on July 30, 2024. Under the Company’s Share
Repurchase 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. There is no stated
expiration for the Share Repurchase Program. Under its 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 Inflation Reduction Act of 2022 imposes a 1% excise tax on net stock repurchases after December 31, 2022. The Company
recorded $4 and $1 to additional capital for excise tax on net repurchases in 2024 and 2023, respectively.
Stock-Based Compensation
Howmet has a stock-based compensation plan under which stock options and/or restricted stock unit awards are granted,
generally, in the first half of each year to eligible employees. Stock options are granted at the closing market price of Howmet’s
common stock on the date of grant and typically vest over a three-year service period (1/3 each year) with a ten-year contractual
term. Restricted stock unit awards typically vest over a three-year service period from the date of grant. As part of Howmet’s
stock-based compensation plan design, individuals who are retirement-eligible have a six-month requisite service period in the
year of grant. Certain of the restricted stock unit awards include performance and market conditions and are granted to certain
eligible employees. For annual performance stock awards, the final number of shares earned will be based on Howmet’s
achievement of profitability targets over the respective performance periods and will be earned at the end of the third year.
68
Additionally, the annual performance stock awards include a total shareholder return (“TSR”) component, which depends upon
relative performance against the TSRs of a group of peer companies.
In 2024, 2023, and 2022, Howmet recognized stock-based compensation expense of $63 ($57 after-tax), $50 ($44 after-tax),
and $54 ($49 after-tax), respectively. Senior executive performance awards granted in April 2020 were modified in June 2020,
resulting in incremental compensation expense of $12, which was amortized over the remaining service period that ended April
1, 2023.
All stock-based compensation expense recorded in 2024, 2023, and 2022 relates to restricted stock unit awards. No stock-based
compensation expense was capitalized in any of those years. As of December 31, 2024, there was $28 (pre-tax) of unrecognized
compensation expense related to non-vested restricted stock unit award grants. This expense is expected to be recognized over a
weighted average period of 1.6 years.
Stock-based compensation expense is based on the grant date fair value of the applicable equity grant. For restricted stock unit
awards, the fair value is equivalent to the closing market price of Howmet’s common stock on the date of grant. The weighted
average grant date fair value per share of the 2024, 2023, and 2022 performance stock awards with a market condition including
a TSR component is $72.65, $47.59, and $44.44, respectively. The 2024, 2023, and 2022 performance awards were valued
using a Monte Carlo model. A Monte Carlo simulation uses assumptions of stock price behavior to estimate the probability of
satisfying market conditions and the resulting fair value of the award. The risk-free interest rate (4.4% in 2024, 4.4% in 2023,
and 2.0% in 2022) was based on a yield curve of interest rates at the time of the grant based on the remaining performance
period. In 2024, 2023, and 2022, volatility of 27.7%, 39.0%, and 39.4%, respectively, was estimated using Howmet's historical
volatility. Stock options were last granted in 2018.
The activity for stock options and stock awards during 2024 was as follows (options and awards in millions in the table below):
Stock options
Stock awards
Number of
options
Weighted
average
exercise price
per option
Number of
awards
Weighted
average FMV
per award
Outstanding, December 31, 2023
0.5
$
22.67
3.0 $
34.23
Granted
—
—
0.7
71.65
Exercised
(0.4)
23.41
—
—
Converted
—
—
(1.6)
32.11
Expired or forfeited
—
—
(0.1)
43.89
Performance share adjustment
—
—
0.1
35.97
Outstanding, December 31, 2024
0.1
$
20.98
2.1 $
48.28
As of December 31, 2024, the stock options outstanding had a weighted average remaining contractual life of 2.1 and a total
intrinsic value of $13. All of the stock options outstanding were fully vested and exercisable. In 2024, 2023, and 2022, the cash
received from stock option exercises was $8, $11, and $16, respectively, and the total tax benefit realized from these exercises
was $3, $2, and $2, respectively. The total intrinsic value of stock options exercised during 2024, 2023, and 2022 was $16, $9,
and $10, respectively. The total intrinsic value of stock awards converted during 2024, 2023, and 2022 was $117, $187, and
$61, respectively.
J. Earnings Per Share
Basic earnings per share (“EPS”) amounts are computed by dividing earnings, after the deduction of preferred stock dividends
declared, by the average number of common shares outstanding. Diluted EPS amounts assume the issuance of common stock
for all potentially dilutive share equivalents outstanding.
69
The information used to compute basic and diluted EPS attributable to Howmet common shareholders was as follows (shares in
millions in the table below):
For the year ended December 31,
2024
2023
2022
Net income attributable to common shareholders
$
1,155
$
765
$
469
Less: preferred stock dividends declared
2
2
2
Net income available to Howmet Aerospace common shareholders - basic
and diluted
$
1,153
$
763
$
467
Average shares outstanding - basic
408
412
416
Effect of dilutive securities:
Stock and performance awards
2
4
5
Average shares outstanding - diluted
410
416
421
Common stock outstanding as of December 31, 2024, 2023, and 2022 was approximately 405 million, 410 million, and 412
million, respectively.
As average shares outstanding are used in the calculation for both basic and diluted EPS, the full impact of share repurchases
and issuances was not fully realized in EPS in the period of repurchase or issuance since share activity may occur at varying
points during a period.
There were no shares relating to outstanding stock options excluded from the calculation of average shares outstanding - diluted
during 2024, 2023, and 2022.
70
K. Accumulated Other Comprehensive Loss
The following table details the activity of the three components that comprise Accumulated other comprehensive loss:
2024
2023
2022
Pension and other postretirement benefits (G)
Balance at beginning of period
$
(689) $
(653) $
(799)
Other comprehensive (loss) income:
Unrecognized net actuarial gain (loss) and prior service cost/benefit
3
(68)
87
Tax (expense) benefit
(1)
15
(18)
Total Other comprehensive income (loss) before reclassifications, net of tax
2
(53)
69
Amortization of net actuarial loss and prior service cost(1)
19
21
99
Tax expense(2)
(4)
(4)
(22)
Total amount reclassified from Accumulated other comprehensive loss, net of tax(3)
15
17
77
Total Other comprehensive income (loss)
17
(36)
146
Balance at end of period
$
(672) $
(689) $
(653)
Foreign currency translation
Balance at beginning of period
$
(1,136) $
(1,193) $
(1,062)
Other comprehensive (loss) income(4)
(71)
57
(131)
Balance at end of period
$
(1,207) $
(1,136) $
(1,193)
Cash flow hedges
Balance at beginning of period
$
(5) $
5
$
(2)
Other comprehensive (loss) income:
Net change from periodic revaluations
—
(19)
(8)
Tax benefit (expense)
—
4
2
Total Other comprehensive (loss) income before reclassifications, net of tax
—
(15)
(6)
Net amount reclassified to earnings (5)
8
6
17
Tax (expense) benefit(2)
(2)
(1)
(4)
Total amount reclassified from Accumulated other comprehensive income
(loss), net of tax(3)
6
5
13
Total Other comprehensive income (loss)
6
(10)
7
Balance at end of period
$
1
$
(5) $
5
Accumulated other comprehensive loss balance at end of period
$
(1,878) $
(1,830) $
(1,841)
(1)
These amounts were recorded in Restructuring and other charges (See Note D) and Other expense, net (See Note F) in
the Statement of Consolidated Operations.
(2)
These amounts were included in Provision for income taxes (See Note H) in the Statement of Consolidated Operations.
(3)
A positive amount indicates a corresponding charge to earnings and a negative amount indicates a corresponding
benefit to earnings.
(4)
In all periods presented, no amounts were reclassified to earnings.
(5)
These amounts were recorded in Cost of goods sold in the Statement of Consolidated Operations.
L. Receivables
Sale of Receivables Programs
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 during 2024
or 2023.
71
The accounts receivables securitization arrangement is one in which the Company, through an SPE, has a receivables purchase
agreement (the “Receivables Purchase Agreement”) pursuant to which the SPE may sell certain receivables to financial
institutions until the earlier of January 2, 2026 or a termination event. The Receivables Purchase Agreement contains customary
representations and warranties, as well as affirmative and negative covenants. Pursuant to the Receivables Purchase Agreement,
the Company does not maintain effective control over the transferred receivables, and therefore accounts for these transfers as
sales of receivables. The Receivables Purchase Agreement also contains a provision that allows the Company to increase the
facility limit to $325.
The facility limit under the Receivables Purchase Agreement was $250 as of both December 31, 2024 and December 31, 2023,
of which $250 was drawn at both December 31, 2024 and December 31, 2023. As collateral against the sold receivables, the
SPE maintains a certain level of unsold receivables, which were $201 and $197 as of December 31, 2024 and December 31,
2023, respectively.
The Company sold $1,625 and $1,547 of its receivables without recourse and received cash funding under this program during
2024 and 2023, respectively, 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 within operating activities in the Statement of Consolidated Cash Flows.
Other Customer Receivable Sales
In 2024 and 2023, the Company sold $712 and $593, respectively, of certain customers’ receivables in exchange for cash (of
which $190 and $158 was outstanding from customers as of December 31, 2024 and December 31, 2023, respectively), the
proceeds from which are presented in changes in receivables within operating activities in the Statement of Consolidated Cash
Flows. 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.
M. Inventories
December 31,
2024
2023
Finished goods
$
458
$
451
Work-in-process
903
891
Purchased raw materials
408
355
Operating supplies
71
68
Total inventories
$
1,840
$
1,765
As of December 31, 2024 and 2023, the portion of inventories valued on a LIFO basis was $544 and $446, respectively. If
valued on an average-cost basis, total inventories would have been $280 and $236 higher as of December 31, 2024 and 2023,
respectively. In 2024, we did not have any LIFO inventory layer liquidations. Reductions in LIFO inventory quantities caused
partial liquidations of LIFO inventory layers resulting in the recognition of a benefit of $1 in 2023 and recognition of expense
of less than $1 in 2022.
N. Properties, Plants, and Equipment, Net
December 31, 2024
December 31, 2023
Land and land rights
$
84
$
88
Structures
1,025
1,018
Machinery and equipment
4,118
4,079
5,227
5,185
Less: accumulated depreciation and amortization
3,150
3,081
2,077
2,104
Construction work-in-progress
309
224
Properties, plants, and equipment, net
$
2,386
$
2,328
Depreciation expense related to Properties, plants, and equipment recorded in Provision for depreciation and amortization in the
Statement of Consolidated Operations was $243, $236, and $227 for the years ended December 31, 2024, 2023, and 2022,
respectively.
72
O. Goodwill and Other Intangible Assets
The following table details the changes in the carrying amount of goodwill:
Engine
Products
Fastening
Systems
Engineered
Structures
Forged
Wheels
Total
Balances at December 31, 2022
Goodwill
$
2,830 $
1,595 $
306 $
7 $
4,738
Accumulated impairment losses
(719)
(4)
(2)
—
(725)
Goodwill, net
2,111
1,591
304
7
4,013
Translation and other
13
9
—
—
22
Balances at December 31, 2023
Goodwill
2,843
1,604
306
7
4,760
Accumulated impairment losses
(719)
(4)
(2)
—
(725)
Goodwill, net
2,124
1,600
304
7
4,035
Translation and other
(17)
(7)
(1)
—
(25)
Balances at December 31, 2024
Goodwill
2,826
1,597
305
7
4,735
Accumulated impairment losses
(719)
(4)
(2)
—
(725)
Goodwill, net
$
2,107 $
1,593 $
303 $
7 $
4,010
During the 2024 annual review of goodwill in the fourth quarter, management performed quantitative assessments on the
Engine Products and Engineered Structures reporting units and qualitative assessments on the Fastening Systems and Forged
Wheels reporting units. The estimated fair values of the reporting units exceeded their respective carrying values in excess of
60%; thus, there were no goodwill impairments. Howmet uses a DCF model to estimate the current fair value of the reporting
unit, which is compared to its carrying value, when testing for impairment. Management believes forecasted cash flows are the
best indicator of such fair value. A number of significant assumptions and estimates are involved in the application of the DCF
model to forecast operating cash flows, including sales growth, production costs, and discount rate. Assumptions can vary
among the reporting units. Cash flow forecasts are generally based on approved business unit operating plans for the early years
and historical relationships in later years. The WACC rate for the individual reporting units is estimated with the assistance of
valuation experts. The annual goodwill impairment tests in the fourth quarters of 2024, 2023, and 2022 indicated that goodwill
was not impaired for any of the Company’s reporting units. If actual results or external market factors decline significantly from
management’s estimates, future goodwill impairment charges (or the amount by which the carrying amount exceeds the
reporting unit’s fair value without exceeding the total amount of goodwill allocated to that reporting unit) may be necessary and
could be material.
Other intangible assets were as follows:
December 31, 2024
Gross carrying
amount
Accumulated
amortization
Intangibles, net
Computer software
$
217
$
(185) $
32
Patents and licenses
66
(66)
—
Other intangibles
689
(268)
421
Total amortizable intangible assets
972
(519)
453
Indefinite-lived trade names and trademarks
22
—
22
Total intangible assets, net
$
994
$
(519) $
475
December 31, 2023
Gross carrying
amount
Accumulated
amortization
Intangibles, net
Computer software
$
217
$
(182) $
35
Patents and licenses
67
(66)
1
Other intangibles
683
(246)
437
Total amortizable intangible assets
967
(494)
473
Indefinite-lived trade names and trademarks
32
—
32
Total intangible assets, net
$
999
$
(494) $
505
73
Computer software consists primarily of software costs associated with enterprise business solutions across Howmet's
businesses.
Amortization expense related to the intangible assets recorded in Provision for depreciation and amortization in the Statement
of Consolidated Operations was $33, $35, and $36 for the years ended December 31, 2024, 2023, and 2022, respectively, and is
expected to be in the range of approximately $30 to $36 annually from 2025 to 2029.
P. Leases
Operating lease cost includes short-term leases and variable lease payments and approximates cash paid. Operating lease cost
was $67, $63, and $61 in 2024, 2023, and 2022, respectively. Operating lease cost in 2024, 2023, and the second half of 2022
includes the lease for the portion of the property in Pittsburgh, PA used as the corporate headquarters.
Operating lease right-of-use assets and lease liabilities in the Consolidated Balance Sheet were as follows:
December 31,
2024
2023
Right-of-use assets classified in Other noncurrent assets
$
155 $
128
Current portion of lease liabilities classified in Other current liabilities
$
37 $
32
Long-term portion of lease liabilities classified in Other noncurrent liabilities and deferred credits
119
97
Total lease liabilities
$
156 $
129
Future minimum contractual operating lease obligations were as follows at December 31, 2024:
2025
$
46
2026
39
2027
29
2028
21
2029
15
Thereafter
39
Total lease payments
$
189
Less: Imputed interest
(33)
Present value of lease liabilities
$
156
December 31,
2024
2023
2022
Right-of-use assets obtained in exchange for operating lease obligations
$
66
$
68
$
34
Weighted-average remaining lease term in years
5.9
6.4
5.6
Weighted-average discount rate
5.7 %
5.9 %
5.4 %
74
Q. Debt
Debt.
December 31,
2024
2023
5.125% Notes, due 2024
$
—
$
205
6.875% Notes, due 2025
—
600
USD Term Loan Agreement, due 2026
140
200
JPY Term Loan Agreement, due 2026
188
211
5.900% Notes, due 2027
625
625
6.750% Bonds, due 2028
300
300
3.000% Notes, due 2029
700
700
4.850% Notes, due 2031(1)
500
—
5.950% Notes, due 2037
625
625
4.750% Iowa Finance Authority Loan, due 2042
250
250
Other, net(2)
(13)
(10)
3,315
3,706
Less: amount due within one year
6
206
Total long-term debt
$
3,309
$
3,500
(1)
The Company entered into a cross-currency swap to synthetically convert the 2031 Notes into a Euro liability of
approximately €458 million with a fixed annual interest rate of 3.720%.
(2)
Other, net 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.
The principal amount of long-term debt maturing in each of the next five years is $5 in 2025, $323 in 2026, $625 in 2027, $300
in 2028, and $700 in 2029.
Public Debt. On August 23, 2024, the Company completed the early redemption of all of the remaining outstanding principal
amount of approximately $577 of the 6.875% Notes due May 2025 (the “2025 Notes”) in accordance with the terms of the
notes. The Company completed the redemption with the net proceeds from the offering of the 4.850% Notes due October 2031
(the “2031 Notes”) and cash on hand at an aggregate redemption price of approximately $594, including accrued interest and an
early termination premium of approximately $12 and $5, respectively, which were recorded in Interest expense, net, and Loss
on debt redemption, respectively, in the Statement of Consolidated Operations.
On August 22, 2024, the Company completed an offering of $500 aggregate principal amount of its 2031 Notes. The Company
entered into a cross-currency swap to synthetically convert the 2031 Notes into a Euro liability of approximately €458 million.
The fixed interest rate on the Euro liability is approximately 3.720% per annum.
On July 1, 2024, the Company completed the early redemption of all of the remaining outstanding principal amount of $205 of
the 5.125% Notes due October 2024 (the “2024 Notes”). The Company redeemed the 2024 Notes at par value plus accrued
interest. The 2024 Notes were redeemed with cash on hand at an aggregate redemption price of approximately $208, including
accrued interest of approximately $3.
In the second quarter of 2024, the Company repurchased approximately $23 aggregate principal amount of the 2025 Notes
through an open market repurchase (“OMR”). The OMR was settled at slightly more than par value.
On December 28, 2023, the Company completed an early partial redemption of its outstanding 2024 Notes in the aggregate
principal amount of $500. Such 2024 Notes were redeemed at par with approximately $106 of cash on hand and approximately
$400 from the Company’s term loan facilities at an aggregate redemption price of approximately $506, including accrued
interest of approximately $6.
On September 28, 2023, the Company completed an early partial redemption of its outstanding 2024 Notes in the aggregate
principal amount of $200. Such 2024 Notes were redeemed at par with cash on hand at an aggregate redemption price of
approximately $205, including accrued interest of approximately $5.
On March 29, 2023, the Company completed the early partial redemption of an additional $150 aggregate principal amount of
the 2024 Notes in accordance with the terms of the notes, and paid an aggregate of $155, including accrued interest and an early
termination premium of approximately $4 and $1, respectively, which were recorded in Interest expense, net, and Loss on debt
redemption, respectively, in the Statement of Consolidated Operations.
75
In January 2023, the Company repurchased approximately $26 aggregate principal amount of its 2024 Notes through an OMR.
The OMR was settled at slightly less than par value.
In the second and fourth quarters of 2022, the Company repurchased in the open market approximately $69 aggregate principal
amount of its 2024 Notes and paid approximately $71, including an early termination premium of approximately $2, which was
recorded in Loss on debt redemption in the Statement of Consolidated Operations.
The Company has the option to redeem certain of its notes and bonds in whole or part, at any time at a redemption price equal
to the greater of principal amount or the sum of the present values of the remaining scheduled payments, discounted using a
defined treasury rate plus a spread, plus in either case accrued and unpaid interest to the redemption date.
Term Loan Facilities. On November 22, 2023, the Company entered into (i) a U.S. Dollar Term Loan Agreement, due 2026
(the “USD Term Loan Agreement”) and (ii) a Japanese Yen Term Loan Agreement, due 2026 (the “JPY Term Loan
Agreement” and, together with the USD Term Loan Agreement, the “Term Loan Agreements” and each, individually, a “Term
Loan Agreement”). Capitalized terms used in this “Term Loan Facilities” section but not otherwise defined shall have the
meanings given to such terms in the applicable Term Loan Agreement.
The USD Term Loan Agreement provided for a $200 senior unsecured delayed draw term loan facility (the “USD Term Loan
Facility”), under which any borrowings mature on November 22, 2026, unless earlier terminated in accordance with the
provisions of the USD Term Loan Agreement. Commencing in 2025, the USD Term Loan Facility requires quarterly principal
payments through maturity based on a percentage of the original principal amount. The JPY Term Loan Agreement provided
for a ¥33,000 million senior unsecured delayed draw term loan facility (the “JPY Term Loan Facility” and, together with the
USD Term Loan Facility, the “Term Loan Facilities”), under which any borrowings mature on November 22, 2026, unless
earlier terminated in accordance with the provisions of the JPY Term Loan Agreement.
Each of the Term Loan Facilities is unsecured and amounts payable thereunder rank pari passu with all other unsecured,
unsubordinated indebtedness of the Company. Borrowings under the USD Term Loan Facility are denominated in U.S. dollars,
and borrowings under the JPY Term Loan Facility are denominated in Japanese yen. Loans under each of the Term Loan
Facilities may be prepaid without premium or penalty.
Under the USD Term Loan Facility, loans bear interest at a base rate or a rate equal to Term SOFR plus adjustment, plus, in
each case, an applicable margin based on the credit ratings of the Company’s outstanding senior unsecured long-term debt.
Based on the Company’s long-term debt ratings, the applicable margin on base rate loans was 0.375% and 0.500% per annum
as of December 31, 2024 and December 31, 2023, respectively, and the applicable margin on Term SOFR loans was 1.375%
and 1.500% per annum as of December 31, 2024 and December 31, 2023, respectively.
Under the JPY Term Loan Facility, loans bear interest at a rate equal to the Cumulative Compounded RFR Rate utilizing the
Tokyo Overnight Average Rate plus an applicable margin based on the credit ratings of the Company’s outstanding senior
unsecured long-term debt. Based on the Company’s long-term debt ratings, the applicable margin on loans under the JPY Term
Loan Facility is 1.500% and 1.625% per annum as of December 31, 2024 and December 31, 2023, respectively.
The Company entered into interest rate swaps to exchange the floating interest rates of the Term Loan Facilities to fixed interest
rates. The fixed interest rate on the USD Term Loan was 5.670% and 5.795% as of December 31, 2024 and December 31,
2023, respectively. The fixed interest rate on the JPY Term Loan was 1.919% and 2.044% as of December 31, 2024 and
December 31, 2023, respectively.
The obligations of the Company to pay amounts outstanding under the respective Term Loan Facilities may be accelerated upon
the occurrence of an “Event of Default” as defined therein. Such Events of Default include, among others, (a) non-payment of
obligations; (b) breach of any representation or warranty in any material respect; (c) non-performance of covenants and
obligations; (d) with respect to other indebtedness in a principal amount in excess of $100, a default thereunder that causes such
indebtedness to become due prior to its stated maturity or a default in the payment at maturity of any principal of such
indebtedness; (e) the bankruptcy or insolvency of the Company; and (f) a change in control of the Company.
The Term Loan Agreements contain respective covenants, including, among others, (a) limitations on the Company’s ability to
incur liens securing indebtedness for borrowed money; (b) limitations on the Company’s ability to consummate a consolidation,
merger, or sale of all or substantially all of its assets; (c) limitations on the Company’s ability to change the nature of its
business; and (d) a limitation requiring the ratio of Consolidated Net Debt to Consolidated EBITDA as of the end of each fiscal
quarter for the period of the four fiscal quarters most recently ended, to be less than or equal to 3.75 to 1.00.
On December 27, 2023, the Company borrowed $200 under the USD Term Loan Facility. On December 20, 2024, the
Company completed an early partial prepayment of its USD Term Loan in the aggregate principal amount of $60. This partial
prepayment was made at par value plus accrued interest of less than $1. On December 1, 2023, the Company borrowed ¥29,702
million under the JPY Term Loan Facility.
76
The amounts outstanding under the USD Term Loan Facility were $140 and $200 as of December 31, 2024 and December 31,
2023, respectively. The amounts outstanding under the JPY Term Loan Facility were ¥29,702 million ($188) and ¥29,702
million ($211) as of December 31, 2024 and December 31, 2023, respectively.
Credit Facility. On July 27, 2023, the Company entered into the Second Amended and Restated Five-Year Revolving Credit
Agreement (as so amended and restated, the “Credit Agreement”) by and among the Company, a syndicate of lenders and
issuers named therein, Citibank, N.A., as administrative agent for the lenders and issuers, and JPMorgan Chase Bank, N.A., as
syndication agent. The Credit Agreement amended and restated the Company’s Amended and Restated Five-Year Revolving
Credit Agreement, dated as of September 28, 2021, as amended by Amendment No. 1 to Credit Agreement, dated as of
February 13, 2023.
The Credit Agreement provides a $1,000 senior unsecured revolving credit facility (the “Credit Facility”) that matures on July
27, 2028, unless extended or earlier terminated in accordance with the provisions of the Credit Agreement. The Company may
make two one-year extension requests during the term of the Credit Facility, with any extension being subject to the lender
consent requirements set forth in the Credit Agreement. Subject to the terms and conditions of the Credit Agreement, the
Company may from time to time request increases in commitments under the Credit Facility, not to exceed $500 in aggregate
principal amount, and may also request the issuance of letters of credit, subject to a letter of credit sublimit of $500 of the Credit
Facility. Under the provisions of the Credit Agreement, based on Howmet’s current long-term debt ratings, Howmet pays an
annual fee of 0.125% of the total commitment to maintain the Credit Facility.
The Credit Facility is unsecured and amounts payable under it will rank pari passu with all other unsecured, unsubordinated
indebtedness of the Company. Borrowings under the Credit Facility may be denominated in U.S. dollars or euros. Loans will
bear interest at a base rate or, in the case of U.S. dollar-denominated loans, a rate equal to the Term Secured Overnight
Financing Rate (“SOFR”) plus adjustment or, in the case of euro-denominated loans, the Euro inter-bank offered rate
(“EURIBOR”), plus, in each case, an applicable margin based on the credit ratings of the Company’s outstanding senior
unsecured long-term debt. Based on Howmet’s current long-term debt ratings, there would be no applicable margin on base rate
loans and the applicable margin on Term SOFR loans and EURIBOR loans would be 1.000% per annum. The applicable
margin is subject to change based on the Company’s long-term debt ratings. Loans may be prepaid without premium or penalty,
subject to customary breakage costs.
The obligation of the Company to pay amounts outstanding under the Credit Facility may be accelerated upon the occurrence of
an “Event of Default” as defined in the Credit Agreement. Such Events of Default include, among others, (a) non-payment of
obligations; (b) breach of any representation or warranty in any material respect; (c) non-performance of covenants and
obligations; (d) with respect to other indebtedness in a principal amount in excess of $100, a default thereunder that causes such
indebtedness to become due prior to its stated maturity or a default in the payment at maturity of any principal of such
indebtedness; (e) the bankruptcy or insolvency of Howmet; and (f) a change in control of the Company.
The Credit Agreement contains covenants, including, among others, (a) limitations on the Company’s ability to incur liens
securing indebtedness for borrowed money; (b) limitations on the Company’s ability to consummate a consolidation, merger or
sale of all or substantially all of its assets; (c) limitations on the Company’s ability to change the nature of its business; and (d) a
limitation requiring the ratio of Consolidated Net Debt to Consolidated EBITDA (each as defined in the Credit Agreement) as
of the end of each fiscal quarter for the period of the four fiscal quarters most recently ended, to be less than or equal to 3.75 to
1.00.
There were no amounts outstanding under the Credit Agreement as of December 31, 2024 and 2023, and no amounts were
borrowed during 2024, 2023 or 2022 under the Credit Agreement. As of December 31, 2024, the Company was in compliance
with all covenants under the Credit Agreement. Availability under the Credit Agreement could be reduced in future periods if
the Company fails to maintain the required ratio referenced above.
Commercial Paper. On April 4, 2024, the Company established a commercial paper program under which the Company may
issue unsecured commercial paper notes (“commercial paper”) from time to time up to a maximum aggregate face amount of
$1,000 outstanding at any time. The maturities of the commercial paper may vary but will not exceed 397 days from the date of
issue and will rank equal in right of payment with all other unsecured senior indebtedness of the Company. The proceeds of the
commercial paper will be used for general corporate purposes.
There were no amounts outstanding under the commercial paper program as of December 31, 2024.
77
R. Other Financial Instruments
Fair Value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (i) market
participant assumptions developed based on market data obtained from independent sources (observable inputs) and (ii) an
entity’s own assumptions about market participant assumptions developed based on the best information available in the
circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to
unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable
inputs (Level 3). The three levels of the fair value hierarchy are described below:
•
Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical,
unrestricted assets or liabilities.
•
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for
identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable
for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable
market data by correlation or other means.
•
Level 3 - Inputs that are both significant to the fair value measurement and unobservable.
The carrying values of Cash and cash equivalents, restricted cash, derivatives, noncurrent receivables, and Long-term debt due
within one year included in the Consolidated Balance Sheet approximate their fair value. The aforementioned derivatives are
included in Prepaid expenses and other current assets, Other noncurrent assets, Other current liabilities, and Other noncurrent
liabilities and deferred credits in the Consolidated Balance Sheet, as applicable. The Company holds exchange-traded fixed
income securities which are considered available-for-sale securities and are carried at fair value based on quoted market prices.
The aforementioned securities are classified in Level 1 of the fair value hierarchy and are included in Other noncurrent assets in
the Consolidated Balance Sheet. The fair value of Long-term debt, less amount due within one year was based on quoted
market prices for public debt and on interest rates that are currently available to Howmet for issuance of debt with similar terms
and maturities for non-public debt. The fair value amounts for all Long-term debt were classified in Level 2 of the fair value
hierarchy.
2024
2023
December 31,
Carrying
value
Fair
value
Carrying
value
Fair
value
Long-term debt, less amount due within one year
$
3,309
$
3,298 $
3,500
$
3,504
Restricted cash was $1, less than $1, and $1 in 2024, 2023, and 2022, respectively, and was recorded in Prepaid expenses and
other current assets in the Consolidated Balance Sheet.
S. Cash Flow Information
Cash paid for interest and income taxes was as follows:
2024
2023
2022
Interest, net of amounts capitalized
$
180
$
221
$
224
Income taxes, net of amounts refunded
$
177
$
104
$
50
The Company incurred capital expenditures which remain unpaid at December 31, 2024, 2023, and 2022 of $97, $72, and $55,
respectively, and will result in cash outflows within investing activities in the Statement of Consolidated Cash Flows in
subsequent periods.
In September 2022, the FASB issued guidance to enhance the transparency of disclosures regarding supplier finance programs.
These changes became effective for fiscal years beginning after December 15, 2022, including interim periods within those
fiscal years, except for the amendment on rollforward information, which is effective for fiscal years beginning after December
15, 2023.
78
On January 1, 2023, the Company adopted the changes issued by the FASB related to disclosure requirements of supplier
finance program obligations. 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 supplier 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 December 31, 2024 and 2023,
supplier invoices that are subject to future payment under these programs were $268 and $258, respectively, and are included in
Accounts payable, trade in the Consolidated Balance Sheet.
The rollforward of the Company’s outstanding obligations confirmed as valid under its supplier financing program for the year
ended December 31, 2024 is as follows:
Confirmed obligations outstanding at December 31, 2023
$
258
Invoices confirmed during the year
877
Confirmed invoices paid during the year
(867)
Confirmed obligations outstanding at December 31, 2024
$
268
T. Divestitures
2024 Divestiture
On May 31, 2024, the Company completed the sale of a small manufacturing facility in the U.K. within the Engineered
Structures segment. The sale, including post-close adjustments, resulted in a year-to-date charge of $13 that was recorded in
Restructuring and other charges in the Statement of Consolidated Operations. The sale remains subject to certain post-closing
adjustments.
U. Contingencies and Commitments
Contingencies
Environmental Matters. Howmet participates in environmental assessments and/or cleanups at more than 30 locations. These
include owned or operating facilities and adjoining properties, previously owned or operated facilities and adjoining properties,
and waste sites, including Superfund (Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”))
sites.
A liability is recorded for environmental remediation when a cleanup program becomes probable and the costs can be
reasonably estimated. As assessments and cleanups proceed, the liability is adjusted based on progress made in determining the
extent of remedial actions and related costs. The liability can change substantially due to factors such as the nature and extent of
contamination, changes in remedial requirements, and technological changes, among others.
The Company's remediation reserve balance was $19 and $17 as of December 31, 2024 and 2023, respectively, and was
recorded in Other noncurrent liabilities and deferred credits in the Consolidated Balance Sheet (of which $10 and $7,
respectively, was classified as a current liability), 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 $2 and $3 in 2024 and 2023, respectively, and included expenditures currently mandated, as well as those not required by
any regulatory authority or third party.
Included in annual operating expenses are the recurring costs of managing hazardous substances and environmental programs.
These costs are estimated to be less than 1% of Cost of goods sold.
79
Tax. In December 2013 and 2014, the Company received audit assessment notices from the French Tax Authority (“FTA”) for
the 2010 through 2012 tax years. In 2016, the Company appealed to the Committee of the Abuse of Tax Law, where it received
a favorable nonbinding decision. The FTA disagreed with the Committee of the Abuse of Tax Law’s opinion, and the Company
appealed to the Montreuil Administrative Court, where in 2020 the Company prevailed on the merits. The FTA appealed this
decision to the Paris Administrative Court of Appeal in 2021. On March 31, 2023, the Company received an adverse decision
from the Paris Administrative Court of Appeal. The Company appealed this decision to the French Administrative Supreme
Court. The assessment amount was $17 (€16 million), including $10 (€9 million) of tax and interest up through 2017 and $7 (€7
million) of penalties. The Company estimates additional interest to be $2 (€2 million). On July 23, 2024, the Company received
the French Administrative Supreme Court’s decision. That decision upheld the assessment of $10 (€9 million) of tax and
interest, while cancelling the penalties of $7 (€7 million) and remanding the penalty assessment issue to the Paris
Administrative Court of Appeal for reexamination. As a result, the Company has no further right to appeal the assessment of tax
and interest but will continue to protest the penalties.
In 2023, the Company recorded an income tax reserve in Provision for income taxes in the Statement of Consolidated
Operations of $21 (€19 million), which includes tax, estimated interest and penalties, for the 2010 through 2012 tax years, as
well as the remaining tax years open for reassessment (2020-2023). In accordance with FTA dispute resolution practices, the
Company paid the assessment amount including tax, interest, and penalties, to the FTA in December 2023. The Company is
expecting to pay the additional interest related to the assessment in 2025. The Company also paid the estimated tax related to
the 2020-2023 tax years in 2023. As of the third quarter of 2024, the Company no longer recorded an uncertain tax position
related to the tax and interest assessed. In October 2024, the Company received a refund of the penalties that were remanded.
We will continue to record an income tax reserve for penalties determined more than likely to be upheld, until the uncertain tax
position is settled.
Indemnified Matters. The Separation and Distribution Agreement, dated October 31, 2016, that the Company entered into
with Alcoa Corporation in connection with its separation from Alcoa Corporation, and the Separation and Distribution
Agreement, dated March 31, 2020, that the Company entered into with Arconic Corporation in connection with its separation
from Arconic Corporation, provide for cross-indemnities for claims subject to indemnification between the Company and Alcoa
Corporation and between the Company and Arconic Corporation, respectively. To date, Alcoa Corporation and Arconic
Corporation have fulfilled their respective indemnification obligations to the Company, and claims subject to indemnification
by Alcoa Corporation or Arconic Corporation have not impacted the Company financially. Among other claims that are
covered by these indemnities, Arconic Corporation indemnifies the Company (previously named Arconic Inc. and, prior to that,
Alcoa Inc.) for all potential liabilities associated with the fire that occurred at the Grenfell Tower in London, U.K. on June 14,
2017 (“Grenfell Fire”), including the following:
(i) Regulatory Investigations. Arconic Architectural Products SAS (“AAP SAS”) (now a subsidiary of Arconic Corporation)
supplied Reynobond PE to its customer who used the product as one component of the overall cladding system on Grenfell
Tower. Regulatory Investigations into the overall Grenfell Fire are being conducted, including a criminal investigation by the
London Metropolitan Police Service and a Public Inquiry by the British government (regarding which AAP SAS is a
participant) (together, the “U.K. Proceedings”). On September 4, 2024, the Public Inquiry published its Phase 2 report on the
Grenfell fire. (ii) United Kingdom Litigation. On December 23, 2020, survivors and estates of decedents of the Grenfell Fire
and emergency responders filed suit against 23 defendants, including the Company. The substantial majority of these suits were
settled pursuant to the terms of a confidential settlement agreement and are now discontinued and closed. The claimants in the
remaining suits are mediating their claims with the defendants. On June 21, 2024, the Company was joined as a party to
proceedings initiated by the Royal Borough of Kensington and Chelsea (RBKC) and Chelsea Tenant Management Organisation
Ltd. (KCTMO) that are currently pending against AAP SAS and Whirlpool. By February 14, 2025, RBKC and KCTMO must
serve their Particulars of Claim and Schedule of Loss on defendants. (iii) 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 members of Arconic Inc.’s Board of Directors, Klaus Kleinfeld and Ken
Giacobbe, naming Arconic Inc. as a nominal defendant. The complaint alleged violations of the federal securities laws relating
to the Grenfell Fire, as well as claims under Delaware state law for breaches of fiduciary duty, gross mismanagement and abuse
of control, and also alleges that the defendants improperly authorized the sale of Reynobond PE for unsafe uses. On October 22,
2024, the parties executed a settlement term sheet that set forth the material terms and conditions associated with the resolution
of this derivative action. On October 28, 2024, November 27, 2024 and January 27, 2025, the parties filed joint status reports
regarding this development. On January 28, 2025, the court ordered that the parties file a joint status report or a stipulation of
dismissal on or before March 28, 2025. The parties plan to enter into a formal, final Stipulation and Agreement of Settlement,
Compromise, and Release in the near term, which will be presented to the court for approval.
80
Legal Proceedings. Lehman Brothers International (Europe) Legal Proceeding. On June 26, 2020, Lehman Brothers
International (Europe) (“LBIE”) filed proceedings in the High Court of Justice, Business and Property Courts of England and
Wales against two subsidiaries of the Company, FR Acquisitions Corporation (Europe) Ltd and JFB Firth Rixson Inc.
(collectively, the “Firth Rixson Entities”). The proceedings concerned two interest rate swap transactions that the Firth Rixson
Entities entered into with LBIE in 2007 and 2008. As a result of the ruling issued by the Court in October 2022, the Company
recorded $65 in Other current liabilities in the Consolidated Balance Sheet and took a pre-tax charge of this amount in Other
expense, net in the Statement of Consolidated Operations in the third quarter of 2022. The Firth Rixson Entities appealed the
Court’s ruling. On June 15, 2023, the Company, the Firth Rixson Entities, and LBIE reached a full and final settlement of all
claims arising out of the LBIE legal proceedings. The settlement provided for payment of $40: $15 paid in July 2023 and $25
paid in July 2024.
Lockheed Martin Corp. v. Howmet Aerospace Inc. On November 30, 2023, Lockheed Martin Corporation (“Lockheed Martin”)
filed a complaint in federal district court in the Northern District of Texas against the Company and its subsidiary RTI
Advanced Forming, Inc. (“RTI”) as defendants. The complaint alleged that the Company and RTI breached a Master Purchase
Order between Lockheed Martin and RTI related to the F-35 Joint Strike Fighter production program between Lockheed Martin
and the United States government (the “F-35 Program”) by seeking a fair market price adjustment for the provision of titanium
mill products under RTI’s separate agreements with Lockheed Martin’s subcontractors for the F-35 Program. Following various
claims and counterclaims and court-ordered mediation, the parties reached a confidential settlement agreement on April 2,
2024, to supply until December 31, 2026 subject to revised terms mutually agreed to by the parties. The settlement had no
material impact on the results of operations in the current year. The parties stipulated to the dismissal of all claims and
counterclaims with prejudice on April 2, 2024.
Other. In addition to the matters discussed above, various other lawsuits, claims, and proceedings have been or may be
instituted or asserted against the Company, including those pertaining to environmental, product liability, safety and health,
employment, tax and antitrust matters. While the amounts claimed in these other matters may be substantial, the ultimate
liability cannot currently be determined because of the considerable uncertainties that exist. Therefore, it is possible that the
Company’s liquidity or results of operations in a period could be materially affected by one or more of these other matters.
However, based on facts currently available, management believes that the disposition of these other matters that are pending or
asserted will not have a material adverse effect, individually or in the aggregate, on the results of operations, financial position
or cash flows of the Company.
Commitments
Purchase & Other Obligations. Howmet has entered into commitments for raw materials, energy and other obligations, which
total $237 in 2025, $51 in 2026, $42 in 2027, $40 in 2028, $39 in 2029 and none thereafter.
Operating Leases. See Note P for the operating lease future minimum contractual obligations.
Guarantees. As of December 31, 2024, Howmet had outstanding bank guarantees related to tax matters, customs duties, rental,
plant expansion, and environmental obligations. The total amount committed under these guarantees, which expire at various
dates between 2025 and 2027, was $6 as of December 31, 2024.
Pursuant to the Separation and Distribution Agreement, dated as of October 31, 2016, between Howmet 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 $6 as of both
December 31, 2024 and 2023, 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 $1,121 and
$1,131 as of December 31, 2024 and 2023, respectively, in the event of an Alcoa Corporation default. In the fourth quarter of
2024, 2023, and 2022, 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.
Letters of Credit. The Company has outstanding letters of credit, primarily related to workers’ compensation, environmental
obligations, insurance obligations, and tax matters. The total amount committed under these letters of credit, which
automatically renew or expire at various dates, primarily in 2025, was $90 as of December 31, 2024.
81
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 $48 (which are included in the $90 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 and Alcoa Corporation environmental obligations and,
as a result, the Company has $17 of outstanding letters of credit relating to such liabilities (which are also included in the $90 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,
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 2025 and 2026, was $44 as of December 31, 2024.
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 $21, which are included in the $44 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.
V. Subsequent Events
Management evaluated all activity of Howmet and concluded that no subsequent events have occurred that would require
recognition in the Consolidated Financial Statements or disclosure in the Notes to the Consolidated Financial Statements,
except as noted below:
See Note I regarding share repurchases made in January 2025.
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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
None.
Item 9A. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures
Howmet’s Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls and
procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as of the end of the period
covered by this report, and they have concluded that these controls and procedures are effective.
(b) Management’s Annual Report on Internal Control over Financial Reporting
Management’s Report on Internal Control over Financial Reporting is included in Part II, Item 8 of this Form 10-K beginning
on page 38.
(c) Attestation Report of the Registered Public Accounting Firm
The effectiveness of Howmet’s internal control over financial reporting as of December 31, 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 8 of this Form 10-K on page 39.
(d) Changes in Internal Control over Financial Reporting
There have been no changes in internal control over financial reporting during the fourth quarter of 2024, that have materially
affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Item 9B. Other Information.
Rule 105b5-1 Trading Plans. During the three months ended December 31, 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.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspection.
Not applicable.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
The information required by Item 401 of Regulation S-K regarding directors is contained under the caption “Item 1 Election of
Directors” of the Proxy Statement and is incorporated by reference. The information required by Item 401 of Regulation S-K
regarding executive officers is set forth in Part I, Item 1 of this report under “Executive Officers of the Registrant.”
The information required by Item 405 of Regulation S-K is contained under the caption “Section 16(a) Beneficial Ownership
Reporting Compliance” of the Proxy Statement and is incorporated by reference.
The Company’s Code of Ethics for the CEO, CFO and Other Financial Professionals is publicly available on the Company’s
Internet website at www.howmet.com under the section “Investors—Corporate Governance—Governance and Policies.” The
remaining information required by Item 406 of Regulation S-K is contained under the captions “Corporate Governance” and
“Corporate Governance—Code of Conduct and Code of Ethics” of the Proxy Statement and is incorporated by reference.
The information required by Items 407(c)(3), (d)(4) and (d)(5) of Regulation S-K is included under the captions “Item 1
Election of Directors—Nominating Board Candidates—Procedures and Director Qualifications” and “Corporate Governance—
Committees of the Board—Audit Committee” of the Proxy Statement and is incorporated by reference.
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.
Item 11. Executive Compensation.
The information required by Item 402 of Regulation S-K is contained under the captions “Director Compensation”, “Executive
Compensation” and “Corporate Governance—Recovery of Incentive Compensation” of the Proxy Statement. Such information
is incorporated by reference, except as to information required pursuant to Item 402(v) of Regulation S-K relating to pay versus
performance.
83
The information required by Items 407(e)(4) and (e)(5) of Regulation S-K is contained under the captions “Corporate
Governance—Compensation Committee Interlocks and Insider Participation” and “Item 3 Advisory Approval of Executive
Compensation—Compensation Committee Report” of the Proxy Statement. Such information (other than the Compensation
Committee Report, which shall not be deemed to be “filed”) is incorporated by reference.
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
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, 2024:
Equity Compensation Plan Information
Plan Category
Number of securities to
be issued upon exercise of
outstanding options,
warrants and rights
Weighted-average
exercise price of
outstanding
options, warrants
and rights
Number of securities remaining
available for future issuance
under
equity compensation
plans (excluding
securities reflected in column (a))
(a)
(b)
(c)
Equity compensation plans
approved by security holders(1)
2,286,559(1)
$
20.98
19,641,999(2)
Equity compensation plans not
approved by security holders
—
—
—
Total
2,286,559 $
20.98
19,641,999
(1) Equity compensation plans approved by security holders includes the 2013 Howmet Aerospace Stock Incentive Plan, as
Amended and Restated (approved by shareholders in May 2024, May 2019, May 2018, May 2016 and May 2013) (the
“2013 Plan”). Table amounts are comprised of the following:
•
146,308 stock options;
•
1,508,395 restricted share units; and
•
631,856 performance share awards (275,047 granted in 2024 at target).
(2) The 2013 Plan authorizes, in addition to stock options, other types of stock-based awards in the form of stock appreciation
rights, restricted shares, restricted share units, performance awards and other awards. The shares that remain available for
issuance under the 2013 Plan may be issued in connection with any one of these awards. Up to 66,666,666 shares may be
issued under the plan. Any award other than an option or a stock appreciation right shall count as 2.33 shares. Options and
stock appreciation rights shall be counted as one share for each option or stock appreciation right. In addition, the 2013
Plan provides the following are available to grant under the 2013 Plan: (i) shares that are issued under the 2013 Plan, which
are subsequently forfeited, cancelled or expire in accordance with the terms of the award and (ii) shares that had previously
been issued under prior plans that are outstanding as of the date of the 2013 Plan which are subsequently forfeited,
cancelled or expire in accordance with the terms of the award.
The information required by Item 403 of Regulation S-K is contained under the captions “Stock Ownership Information—Stock
Ownership of Certain Beneficial Owners” and “Stock Ownership Information—Stock Ownership of Directors and Executive
Officers” of the Proxy Statement and is incorporated by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information required by Item 404 of Regulation S-K is contained under the captions “Executive Compensation” (excluding
the information under the caption “Compensation Committee Report”) and “Corporate Governance— Related Person
Transactions” of the Proxy Statement and is incorporated by reference.
The information required by Item 407(a) of Regulation S-K regarding director independence is contained under the captions
“Item 1 Election of Directors” and “Corporate Governance” of the Proxy Statement and is incorporated by reference.
Item 14. Principal Accounting Fees and Services.
The information required by Item 9(e) of Schedule 14A is contained under the captions “Item 2 Ratification of Appointment of
Independent Registered Public Accounting Firm—Report of the Audit Committee” and “Item 2 Ratification of Appointment of
Independent Registered Public Accounting Firm—Audit and Non-Audit Fees” of the Proxy Statement and in its Attachment A
(Pre-Approval Policies and Procedures for Audit and Non-Audit Services) thereto and is incorporated by reference.
85
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) The consolidated financial statements and exhibits listed below are filed as part of this report.
(1) The Company’s consolidated financial statements, the notes thereto and the report of the Independent Registered
Public Accounting Firm are on pages 39 through 82 of this report.
(2) Financial statement schedules have been omitted because they are not applicable, not required, or the required
information is included in the consolidated financial statements or notes thereto.
(3) Exhibits.
Exhibit
Number
Description*
2(a)
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.
2(b)
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.
2(c)
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.
2(c)(1)
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.
2(d)
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.
2(d)(1)
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.
2(d)(2)
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.
2(e)
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.
2(f)
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.
2(g)
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.
2(h)
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.
2(i)
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.
2(j)
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.
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2(j)(1)
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.
2(k)
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.
2(k)(1)
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.
2(l)
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.
2(m)
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.
2(n)
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.
2(o)
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.
2(p)
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.
2(q)
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.
2(r)
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.
3(a)
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.
3(b)
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.
4(a)
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.
4(b)
Bylaws. See exhibit 3(b) above.
4(c)
Form of Indenture, dated as of September 30, 1993, 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 (undated form of Indenture incorporated by reference to Exhibit 4(a) to Registration Statement
No. 33-49997 on Form S-3).
4(c)(1)
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.
87
4(c)(2)
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.
4(c)(3)
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.
4(c)(4)
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.
4(d)
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.
4(e)
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.
4(f)
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.
4(g)
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.
4(h)
Form of 4.850% Notes due 2031, incorporated by reference to Exhibit 4.6 to the Company's Current Report
on Form 8-K filed on August 22, 2024.
4(i)
Description of 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(a)
Second Amended and Restated Five-Year Revolving Credit Agreement, dated as of July 27, 2023, among
Howmet Aerospace Inc., the lenders and issuers named therein, Citibank, N.A., as administrative agent, and
JPMorgan Chase Bank, N.A., as syndication agent, incorporated by reference to Exhibit 10.1 to the
Company’s Current Report on Form 8-K dated July 31, 2023.
10(b)
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 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)
Term Loan Agreement, dated as of November 22, 2023, among Howmet Aerospace Inc, the lenders named
therein, and Sumitomo Mitsui Banking Corporation, as administrative 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.
10(d)
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).
10(e)
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.
10(f)
Howmet Aerospace Hourly Retirement Savings Plan, as Amended and Restated, effective January 1, 2021,
incorporated by reference to Exhibit 10(g) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2021.
10(f)(1)
First Amendment to the Howmet Aerospace Hourly Retirement Savings Plan, as Amended and Restated,
incorporated by reference to Exhibit 10(g)(1) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2021.
88
10(f)(2)
Second Amendment to the Howmet Aerospace Hourly Retirement Savings Plan, as Amended and Restated,
incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter
ended March 31, 2023.
10(f)(3)
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)
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(f)(5)
Fifth Amendment to the Howmet Aerospace Hourly Retirement Savings Plan, as Amended and Restated.
10(g)
Howmet Aerospace Salaried Retirement Savings Plan, as Amended and Restated, effective January 1, 2021,
incorporated by reference to Exhibit 10(g)(2) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2021.
10(g)(1)
First Amendment to the Howmet Aerospace Salaried Retirement Savings Plan, as Amended and Restated,
incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter
ended March 31, 2023.
10(g)(2)
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.
10(g)(3)
Third Amendment to the Howmet Aerospace Salaried Retirement Savings Plan, as Amended and Restated.
10(h)
Howmet Aerospace Excess Benefits Plan C (formerly known as the Arconic Employees’ Excess Benefits
Plan C), as amended and restated effective August 1, 2016, incorporated by reference to Exhibit 10(j) to the
Company’s Annual Report on Form 10-K for the year ended December 31, 2016.
10(h)(1)
First Amendment to Howmet Aerospace Excess Benefits Plan C (formerly known as the Arconic
Employees’ Excess Benefits Plan C), effective January 1, 2018, incorporated by reference to Exhibit
10(l)(1) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.
10(h)(2)
Second Amendment to Howmet Aerospace Excess Benefits Plan C (formerly known as the Arconic
Employees’ Excess Benefits Plan C), effective January 1, 2018, incorporated by reference to Exhibit
10(l)(2) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.
10(h)(3)
Third Amendment to Howmet Aerospace Excess Benefits Plan C (formerly known as the Arconic
Employees’ Excess Benefits Plan C), effective March 31, 2018. incorporated by reference to Exhibit 10.1 to
the Company’s Current Report on Form 8-K dated January 8, 2018.
10(i)
Deferred Fee Plan for Directors, as amended effective July 9, 1999, incorporated by reference to Exhibit
10(g)(1) to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999.
10(j)
Amended and Restated Deferred Fee Plan for Directors, effective April 1, 2020, incorporated by reference to
Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.
10(k)
Non-Employee Director Compensation Policy, effective January 1, 2025, incorporated by reference to
Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024.
10(l)
Fee Continuation Plan for Non-Employee Directors, incorporated by reference to Exhibit 10(k) to the
Company’s Annual Report on Form 10-K for the year ended December 31, 1989.
10(l)(1)
Amendment to Fee Continuation Plan for Non-Employee Directors, effective November 10, 1995,
incorporated by reference to Exhibit 10(i)(1) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 1995.
10(l)(2)
Second Amendment to the Fee Continuation Plan for Non-Employee Directors, effective September 15,
2006, incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated
September 20, 2006.
89
10(m)
Howmet Aerospace Deferred Compensation Plan, as amended and restated February 1, 2020, incorporated
by reference to Exhibit 10(m) to the Company’s Annual Report on Form 10-K for the year ended December
31, 2023.
10(m)(1)
First Amendment to the Howmet Aerospace Deferred Compensation Plan, as Amended and Restated,
incorporated by reference to Exhibit 10(m)(1) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2023.
10(m)(2)
Second Amendment to the Howmet Aerospace Deferred Compensation Plan, as Amended and Restated.
10(n)
Summary of the Executive Split Dollar Life Insurance Plan, dated November 1990, incorporated by
reference to Exhibit 10(m) to the Company’s Annual Report on Form 10-K for the year ended December 31,
1990.
10(o)
Amended and Restated Dividend Equivalent Compensation Plan, effective January 1, 1997, incorporated by
reference to Exhibit 10(h) to the Company’s Quarterly Report on Form 10-Q for the quarter ended
September 30, 2004.
10(p)
Form of Indemnity Agreement between the Company and individual directors or officers, incorporated by
reference to Exhibit 10(j) to the Company’s Annual Report on Form 10-K for the year ended December 31,
1987.
10(q)
Form of Indemnification Agreement between the Company and individual directors or officers, incorporated
by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 25, 2018.
10(r)
Howmet Aerospace Supplemental Pension Plan for Senior Executives (formerly known as the Arconic
Supplemental Pension Plan for Senior Executives), as amended and restated effective August 1, 2016,
incorporated by reference to Exhibit 10(v) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2016.
10(r)(1)
First Amendment to Howmet Aerospace Supplemental Pension Plan for Senior Executives (formerly known
as the Arconic Supplemental Pension Plan for Senior Executives), effective January 1, 2018, incorporated
by reference to Exhibit 10(x)(1) to the Company’s Annual Report on Form 10-K for the year ended
December 31, 2017.
10(r)(2)
Second Amendment to Howmet Aerospace Supplemental Pension Plan for Senior Executives (formerly
known as the Arconic Supplemental Pension Plan for Senior Executives), effective January 1, 2018,
incorporated by reference to Exhibit 10(x)(2) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2017.
10(s)
Deferred Fee Estate Enhancement Plan for Directors, effective July 10, 1998, incorporated by reference to
Exhibit 10(r) to the Company’s Annual Report on Form 10-K for the year ended December 31, 1998.
10(t)
Howmet Aerospace Inc. Change in Control Severance Plan, as Amended and Restated, effective September
17, 2021, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on
September 23, 2021.
10(u)
Howmet Aerospace Inc. Executive Severance Plan, as Amended and Restated, effective September 17,
2021, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on
September 23, 2021.
10(v)
Letter Agreement, by and between Arconic Inc. and Michael N. Chanatry, dated as of March 20, 2018,
incorporated by reference to Exhibit 10(w) to the Company’s Annual Report on Form 10-K for the year
ended December 31, 2021.
10(v)(1)
Restricted Share Unit Retention Award Agreement with Michael N. Chanatry, dated as of April 15, 2024.
incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter
ended June 30, 2024.
10(w)
Letter Agreement, from Arconic Inc. to Ken Giacobbe, dated as of February 14, 2019, incorporated by
reference to Exhibit 10(hh) to the Company’s Annual Report on Form 10-K for the year ended December
31, 2018.
90
10(x)
Letter Agreement, by and between Arconic Inc. and John C. Plant, dated as of February 13, 2019,
incorporated by reference to Exhibit 10(a) to the Company’s Quarterly Report on Form 10-Q for the quarter
ended March 31, 2019.
10(y)
Letter Agreement, by and between Arconic Inc. and John C. Plant, dated as of August 1, 2019, incorporated
by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated August 2, 2019.
10(z)
Letter Agreement, by and between Arconic Inc. and John C. Plant, dated as of February 24, 2020,
incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated February 25,
2020.
10(aa)
Letter Agreement between Howmet Aerospace Inc. and John C. Plant, dated as of June 9, 2020,
incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on June 12,
2020.
10(bb)
Letter Agreement, by and between Howmet Aerospace Inc. and John C. Plant, dated as of October 14, 2021,
incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October
14, 2021.
10(cc)
Letter Agreement, by and between Howmet Aerospace Inc. and John C. Plant, dated as of December 2,
2022, incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on
December 8, 2022.
10(dd)
Restricted Share Unit Award Agreement with John C. Plant as of February 15, 2024, incorporated by
reference to Exhibit 10(dd) to the Company’s Annual Report on Form 10-K for the year ended December
31, 2023.
10(ee)
Letter Agreement, by and between Arconic Inc. and Neil E. Marchuk, dated as of February 13, 2019,
incorporated by reference to Exhibit 10(c) to the Company’s Quarterly Report on Form 10-Q for the quarter
ended March 31, 2019.
10(ee)(1)
Restricted Share Unit Retention Award Agreement with Neil E. Marchuk, dated as of October 21, 2024
10(ff)
Howmet Aerospace Inc. Legal Fee Reimbursement Plan (formerly known as the Arconic Inc. Legal Fee
Reimbursement Plan), effective as of April 30, 2018, incorporated by reference to Exhibit 10(b) to the
Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018.
10(gg)
Howmet Aerospace Inc. 2020 Annual Cash Incentive Plan, as Amended and Restated, incorporated by
reference to Exhibit 10(gg) to the Company’s Annual Report on Form 10-K for the year ended December
31, 2023.
10(hh)
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.
10(ii)
Terms and Conditions for Stock Option Awards, effective May 3, 2013, incorporated by reference to Exhibit
10(b) to the Company’s Current Report on Form 8-K dated May 8, 2013.
10(jj)
Terms and Conditions for Stock Option Awards under the 2013 Howmet Aerospace Stock Incentive Plan,
effective July 22, 2016, incorporated by reference to Exhibit 10(d) to the Company’s Quarterly Report on
Form 10-Q for the quarter ended June 30, 2016.
10(kk)
Global Stock Option Award Agreement, effective January 19, 2018, incorporated by reference to Exhibit
10(uu) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.
10(ll)
Form of Stock Option Award Agreement, incorporated by reference to Exhibit 10(f) to the Company’s
Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.
10(mm)
Terms and Conditions for Restricted Share Units for Annual Director Awards under the 2013 Howmet
Aerospace Stock Incentive Plan, as Amended and Restated, effective December 5, 2017, incorporated by
reference to Exhibit 10(a) to the Company’s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2018.
10(nn)
Terms and Conditions for Deferred Fee Restricted Share Units for Director Awards under the 2013 Howmet
Aerospace Stock Incentive Plan, effective November 30, 2016, incorporated by reference to Exhibit 10(ww)
to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.
91
10(oo)
Global Restricted Share Unit Award Agreement, effective September 30, 2020, incorporated by reference to
Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.
10(pp)
Global Stock Option Award Agreement, effective September 30, 2020, incorporated by reference to Exhibit
10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.
10(qq)
Global Special Retention Award Agreement, effective September 30, 2020, incorporated by reference to
Exhibit 10.6 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.
10(rr)
Terms and Conditions for Restricted Share Units, effective September 30, 2020, incorporated by reference
to Exhibit 10.7 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020.
10(ss)
Global Restricted Share Unit Award Agreement, effective December 7, 2023, incorporated by reference to
Exhibit 10(ss) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
10(tt)
Global Special Retention Award Agreement, effective December 7, 2023, incorporated by reference to
Exhibit 10(tt) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
10(tt)(1)
Form of Special Retention Award Agreement.
10(uu)
Form of Confidentiality, Non-Competition, and Non-Solicitation Agreement, incorporated by reference to
Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.
10(ww)
Letter Agreement, by and between Howmet Aerospace Inc. and Lola Lin, dated as of May 5, 2021,
incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter
ended June 30, 2021.
19
Howmet Aerospace Insider Trading Policy.
21
Subsidiaries of the Registrant.
23
Consent of Independent Registered Public Accounting Firm.
24
Power of Attorney.
31
Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97
Executive Officer Incentive Compensation Recovery Policy, incorporated by reference to Exhibit 97 to the
Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
101. INS
Inline XBRL Instance Document.
101. SCH
Inline XBRL Taxonomy Extension Schema Document.
101. CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101. DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
101. LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101. PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104
The cover page of this Annual Report on Form 10-K for the year ended December 31, 2024 (formatted in
Inline XBRL and contained in Exhibit 101).
* Exhibit Nos. 10(f) through 10(ww) are management contracts or compensatory plans required to be filed as Exhibits to this
Form 10-K.
Amendments and modifications to other Exhibits previously filed have been omitted when in the opinion of the registrant such
Exhibits as amended or modified are no longer material or, in certain instances, are no longer required to be filed as Exhibits.
Certain instruments defining the rights of holders of long-term debt securities of the Registrant and its subsidiaries are omitted
pursuant to Item 601(b)(4)(iii) of Regulation S-K. The Registrant hereby undertakes to furnish to the SEC, upon request, copies
of any such instruments.
92
Item 16. Form 10-K Summary.
None.
93
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
HOWMET AEROSPACE INC.
February 13, 2025
By
/s/ Barbara L. Shultz
Barbara L. Shultz
Vice President and Controller (Also signing as Principal
Accounting Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature
Title
Date
/s/ John C. Plant
February 13, 2025
John C. Plant
Executive Chairman and Chief Executive Officer
(Principal Executive Officer and Director)
/s/ Ken Giacobbe
February 13, 2025
Ken Giacobbe
Executive Vice President and Chief Financial
Officer (Principal Financial Officer)
James F. Albaugh, Amy E. Alving, Sharon R. Barner, Joseph S. Cantie, Robert F. Leduc, David J. Miller, Jody G. Miller,
Ulrich R. Schmidt and Gunner S. Smith, each as a Director, on February 13, 2025, by Barbara L. Shultz, their Attorney-in-
Fact.*
*By
/s/ Barbara L. Shultz
Barbara L. Shultz
Attorney-in-Fact
94
Exhibit 21
SUBSIDIARIES OF THE REGISTRANT
(As of December 31, 2024)
Name
State or
Country of
Organization
Howmet Aerospace Inc.
Delaware, US
Howmet Domestic LLC
Delaware, US
Howmet International Inc.
Delaware, US
Howmet Holdings Corporation
Delaware, US
Howmet Corporation
Delaware, US
Howmet Castings & Services, Inc.
Delaware, US
Cordant Technologies Holding Company
Delaware, US
Howmet Global Fastening Systems Inc.
Delaware, US
FR Acquisition Corporation (US), Inc.
Delaware, US
JFB Firth Rixson Inc.
Delaware, US
Howmet International Holding Company LLC
Delaware, US
Howmet Luxembourg S.à r.l.
Luxembourg
Howmet Global Treasury Services S.a.r.l.
Luxembourg
Howmet-Köfém Kft
Hungary
Howmet Holdings Limited
United Kingdom
FR Acquisitions Corporation Europe Limited
United Kingdom
The names of particular subsidiaries have been omitted because, considered in the aggregate as a single subsidiary, they would
not constitute, as of the end of the year covered by this report, a “significant subsidiary” as that term is defined in Regulation S-
X under the Securities Exchange Act of 1934.
Exhibit 23
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-272154 and 333-
274124) and Form S-8 (Nos. 333-266545, 333-229914, 333-209772, 333-182899, 333-170801, 333-168428, 333-153369, 333-
146330, 333-128445, 333-106411, 333-32516, 333-155668, 333-232219, 333-212246, 333-189882, 333-229727 and 333-
203275) of Howmet Aerospace Inc. of our report dated February 13, 2025 relating to the financial statements and the
effectiveness of internal control over financial reporting, which appears in this Form 10-K.
/s/ PricewaterhouseCoopers LLP
Pittsburgh, Pennsylvania
February 13, 2025
Exhibit 31
Certifications
I, John C. Plant, certify that:
1.
I have reviewed this annual report on Form 10-K of Howmet Aerospace Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures
to be designed under our supervision, to ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b.
Designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
c.
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in
this report our conclusions about the effectiveness of the disclosure controls and procedures, as of
the end of the period covered by this report based on such evaluation; and
d.
Disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the
case of an annual report) that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board
of directors (or persons performing the equivalent functions):
a.
All significant deficiencies and material weaknesses in the design or operation of internal control
over financial reporting which are reasonably likely to adversely affect the registrant’s ability to
record, process, summarize and report financial information; and
b.
Any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrant’s internal control over financial reporting.
Date: February 13, 2025
/s/ John C. Plant
John C. Plant
Executive Chairman and Chief Executive Officer
I, Ken Giacobbe, certify that:
1.
I have reviewed this annual report on Form 10-K of Howmet Aerospace Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report,
fairly present in all material respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures
to be designed under our supervision, to ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;
b.
Designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
c.
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in
this report our conclusions about the effectiveness of the disclosure controls and procedures, as of
the end of the period covered by this report based on such evaluation; and
d.
Disclosed in this report any change in the registrant’s internal control over financial reporting that
occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the
case of an annual report) that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board
of directors (or persons performing the equivalent functions):
a.
All significant deficiencies and material weaknesses in the design or operation of internal control
over financial reporting which are reasonably likely to adversely affect the registrant’s ability to
record, process, summarize and report financial information; and
b.
Any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrant’s internal control over financial reporting.
Date: February 13, 2025
/s/ Ken Giacobbe
Ken Giacobbe
Executive Vice President and Chief Financial Officer
Exhibit 32
Certification
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18,
United States Code), each of the undersigned officers of Howmet Aerospace Inc., a Delaware corporation (the “Company”),
does hereby certify that:
The Annual Report on Form 10-K for the period ended December 31, 2024 (the “Form 10-K”) of the Company fully complies
with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the
Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated:
February 13, 2025
/s/ John C. Plant
John C. Plant
Executive Chairman and Chief Executive Officer
Dated:
February 13, 2025
/s/ Ken Giacobbe
Ken Giacobbe
Executive Vice President and Chief Financial Officer
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or
otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by
Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and
Exchange Commission or its staff upon request.
The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Form 10-K and
shall not be considered filed as part of the Form 10-K.
/ŶƚĞƌŶĂůhƐĞ
Calculation of Financial Measures (unaudited)
Non-GAAP Financial Measures
Some of the information included in this annual report is derived from Howmet Aerospace’s consolidated
financial information but is not presented in Howmet Aerospace’s financial statements prepared in
accordance with accounting principles generally accepted in the United States of America (GAAP).
Certain of these data are considered “non-GAAP financial measures” under SEC rules. These non-GAAP
financial measures supplement our GAAP disclosures and should not be considered an alternative to the
GAAP measure. Reconciliations to the most directly comparable GAAP financial measures and
management’s rationale for the use of the non-GAAP financial measures can be found below.
Reconciliation of Adjusted EBITDA excluding Special Items
($ in millions)
Year ended
December 31,
2024
2023
Net income
$1,155
$765
Add:
Provision for income taxes
$228
$210
Other expense, net
62
8
Loss on debt redemption
6
2
Interest expense, net
182
218
Restructuring and other charges
21
23
Provision for depreciation and amortization
277
272
Adjusted EBITDA
$1,931
$1,498
Add:
Plant fire reimbursements, net
$(18)
$(12)
Collective bargaining agreement negotiations
—
8
Costs associated with closures, supply chain
disruptions, and other items
1
14
Adjusted EBITDA excluding Special items
$1,914
$1,508
Adjusted EBITDA and Adjusted EBITDA excluding Special items are non-GAAP financial measures. Management
believes that these measures are meaningful to investors because they provide additional information with respect to
the Company's operating performance and the Company’s ability to meet its financial obligations. The Adjusted
EBITDA presented may not be comparable to similarly titled measures of other companies. The Company's
definition of Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) is net margin plus
an add-back for depreciation and amortization. Net margin is equivalent to Sales minus the following items: Cost of
goods sold, Selling, general administrative, and other expenses, Research and development expenses, and Provision
for depreciation and amortization. Special items, including Restructuring and other charges, are excluded from
Adjusted EBITDA.
/ŶƚĞƌŶĂůhƐĞ
Calculation of Financial Measures (unaudited), continued
Reconciliation of Adjusted EBITDA Margin excluding Special Items
($ in millions)
Quarter ended
1Q24
2Q24
3Q24
4Q24
Third-party sales
$1,824
$1,880
$1,835
$1,891
Operating income
$369
$398
$421
$445
Operating income margin
20.2%
21.2%
22.9%
23.5%
Net income
$243
$266
$332
$314
Add:
Provision for income taxes
$60
$68
$22
$78
Other expense, net
17
15
17
13
Loss on debt redemption
—
—
6
—
Interest expense, net
49
49
44
40
Restructuring and other charges (credits)
—
22
(1)
—
Provision for depreciation and amortization
67
69
68
73
Adjusted EBITDA
$436
$489
$488
$518
Add:
Plant fire reimbursements, net
$—
$(6)
$—
$(12)
Costs (benefits) associated with closures,
supply chain disruptions, and other items
1
—
(1)
1
Adjusted EBITDA excluding Special items
$437
$483
$487
$507
Adjusted EBITDA Margin excluding Special
items
24.0%
25.7%
26.5%
26.8%
Adjusted EBITDA, Adjusted EBITDA excluding Special items, Adjusted EBITDA Margin excluding Special items
and Third-party sales are non-GAAP financial measures. Management believes that these measures are meaningful
to investors because they provide additional information with respect to the Company's operating performance and
the Company’s ability to meet its financial obligations. The Adjusted EBITDA presented may not be comparable to
similarly titled measures of other companies. The Company's definition of Adjusted EBITDA (Earnings before
interest, taxes, depreciation, and amortization) is net margin plus an add-back for depreciation and amortization. Net
margin is equivalent to Sales minus the following items: Cost of goods sold, Selling, general administrative, and
other expenses, Research and development expenses, and Provision for depreciation and amortization. Special items,
including Restructuring and other charges (credits), are excluded from Adjusted EBITDA.
/ŶƚĞƌŶĂůhƐĞ
Calculation of Financial Measures (unaudited), continued
Reconciliation of Free Cash Flow
($ in millions)
Quarter ended
Year ended
December 31,
1Q24
2Q24
3Q24
4Q24
2024
2023
Cash provided from operations
$177
$397
$244
$480
$1,298
$901
Capital expenditures
(82)
(55)
(82)
(102)
(321)
(219)
Free cash flow (a)
$95
$342
$162
$378
$977
$682
Net income (b)
$1,155
$765
Free cash flow conversion as a percentage of
Net income(1) (a)/(b)
85%
89%
Net income excluding Special items(2) (c)
$1,107
$766
Free cash flow conversion as a percentage of
Net income excluding Special items(1) (a)/(c)
88%
89%
The Accounts Receivable Securitization program remains unchanged at $250 outstanding.
Free cash flow and Free cash flow conversion as a percentage of Net income excluding Special items are non-GAAP
financial measures. Management believes that these measures are meaningful to investors because management
reviews cash flows generated from operations after taking into consideration capital expenditures (due to the fact
that these expenditures are considered necessary to maintain and expand the Company's asset base and are expected
to generate future cash flows from operations). It is important to note that Free cash flow does not represent the
residual cash flow available for discretionary expenditures since other non-discretionary expenditures, such as
mandatory debt service requirements, are not deducted from the measure.
(1)
We compute free cash flow conversion on an annual basis only due to the cycle of our business.
(2)
Please refer to the Reconciliation of Net income excluding Special items for the reconciliation from Net
income to Net income excluding Special items.
/ŶƚĞƌŶĂůhƐĞ
Calculation of Financial Measures (unaudited), continued
Reconciliation of Net Income excluding Special items and Diluted Earnings Per Share (EPS)
excluding Special Items
($ in millions, except per-share amounts)
Net income excluding Special items
Year ended
December 31,
2024
2023
Net income
$1,155
$765
Diluted EPS
$2.81
$1.83
Special items:
Restructuring and other charges
$21
$23
Discrete and other tax items(1)
$(59)
$(9)
Other special items:
Loss on debt redemption
6
2
Plant fire reimbursements, net
(18)
(12)
Collective bargaining agreement negotiations
—
8
Settlement from legal proceeding
—
(24)
Costs associated with closures, supply chain disruptions,
and other items
1
13
Total Other special items
$(11)
$(13)
Tax impact(2)
1
—
Net income excluding Special items
$1,107
$766
Average shares outstanding - diluted
410
416
Diluted EPS excluding Special items
$2.69
$1.84
Net income excluding Special items and Diluted EPS excluding Special items are non-GAAP financial measures.
Management believes that these measures are meaningful to investors because management reviews the operating
results of the Company excluding the impacts of Restructuring and other charges, Discrete tax items, and Other
special items (collectively, “Special items”). There can be no assurances that additional Special items will not occur
in future periods. To compensate for this limitation, management believes that it is appropriate to consider both Net
income and Diluted EPS determined under GAAP as well as Net income excluding Special items and Diluted EPS
excluding Special items.
(1)
Discrete tax items for each period included the following:
•
for the year ended December 31, 2023, a charge for a tax reserve established in France $20, a benefit to
release a valuation allowance related to U.S. foreign tax credits ($14), an excess benefit for stock
compensation ($9), a benefit to release a valuation allowance related to U.S. state tax losses and tax
credits ($2), a benefit to revalue deferred taxes for changes to apportioned U.S. state tax rates ($2), and a
net benefit for other small items ($2); and
•
for the year ended December 31, 2024, a net benefit related to additional U.S. federal and state research
and development ("R&D") credits claimed for prior years upon completion of the Company's R&D study
($44), an excess tax benefit for stock compensation ($10), a benefit to release a valuation allowance
related to U.S. state tax losses and credits ($6), a benefit to release a valuation allowance related to U.S
foreign tax credits ($4), a net charge for prior year audit assessments and tax adjustments $4, and a
charge for other small items $1.
(2)
The tax impact on Special items is based on the applicable statutory rates whereby the difference between
such rates and the Company’s consolidated estimated annual effective tax rate is itself a Special item.
/ŶƚĞƌŶĂůhƐĞ
Calculation of Financial Measures (unaudited), continued
Reconciliation of Net Debt to Adjusted EBITDA excluding Special items
($ in millions)
Trailing-12
months ended
December 31,
2024
Net income (a)
$1,155
Add:
Provision for income taxes
228
Other expense, net
62
Loss on debt redemption
6
Interest expense, net
182
Restructuring and other charges
21
Provision for depreciation and amortization
277
Adjusted EBITDA
$1,931
Add:
Plant fire reimbursements, net
(18)
Costs associated with closures, supply chain disruptions, and other items
1
Adjusted EBITDA excluding Special items (b)
$1,914
Long-term debt due within one year
$6
Long-term debt, less amount due within one year
$3,309
Total Debt, at period end (c)
$3,315
Less: Cash, cash equivalents, and restricted cash, at period end
$565
Net debt, at period end (d)
$2,750
Total Debt to Net income (c)/(a)
2.9
Net Debt to Adjusted EBITDA excluding Special items (d)/(b)
1.4
Net debt, Net debt to Adjusted EBITDA, Adjusted EBITDA, and Adjusted EBITDA excluding Special items are
non-GAAP financial measures. The Company's definition of Adjusted EBITDA (Earnings before interest, taxes,
depreciation, and amortization) is net margin plus an add-back for depreciation and amortization. Net margin is
equivalent to Sales minus the following items: Cost of goods sold; Selling, general administrative, and other
expenses; Research and development expenses; and Provision for depreciation and amortization. The Adjusted
EBITDA presented may not be comparable to similarly titled measures of other companies. Management believes
that these measures are meaningful to investors because management assesses the Company's leverage position after
factoring in cash that could be used to repay outstanding debt, and also because they provide additional information
with respect to the Company’s operating performance and the Company’s ability to meet its financial obligations.
/ŶƚĞƌŶĂůhƐĞ
Forward-Looking Statements
This Annual Report contains statements that relate to future events and expectations and as such constitute forward-
looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements include those containing such words as “anticipates”, “believes”, “could”, “envisions”, “estimates”,
“expects”, “forecasts”, “goal”, “guidance”, “intends”, “may”, “outlook”, “plans”, “projects”, “seeks”, “sees”,
“should”, “targets”, “will”, “would”, or other words of similar meaning. All statements that reflect Howmet
Aerospace’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 or operating performance; future strategic actions; Howmet Aerospace’s
strategies, outlook, and business and financial prospects; and any future dividends, debt issuances, debt reduction
and repurchases of its common stock. These statements reflect beliefs and assumptions that are based on the
Howmet Aerospace’s perception of historical trends, current conditions and expected future developments, as well
as other factors Howmet Aerospace believes are appropriate in the circumstances. Forward-looking statements are
not guarantees of future performance and are subject to risks, uncertainties, and changes in circumstances that are
difficult to predict, which could cause actual results to differ materially from those indicated by these statements.
The risks, uncertainties and other factors that may cause Howmet’s actual results to differ materially from those
projected in any forward-looking statements are described in the following sections of our 2024 Annual Report on
Form 10-K included in this report, as well as other reports filed with the U.S. Securities and Exchange Commission:
Part I, Item 1A (Risk Factors), Part II, Item 7 (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 U to the Consolidated Financial Statements in Part II, Item 8. Market projections are subject to
the risks discussed in this report and other risks in the market. Howmet disclaims any intention or obligation to
update publicly any forward-looking statements, whether in response to new information, future events, or
otherwise, except as required by applicable law.
[This Page Intentionally Left Blank]
[This Page Intentionally Left Blank]
Former President and Chief Executive Officer for Commercial Airplanes, The Boeing Company;
Former President and Chief Executive Officer for Integrated Defense Systems, The Boeing Company
Former Senior Vice President and Chief Technology Officer, Leidos Holdings, Inc.
Vice President, Chief Administrative Officer, Cummins Inc.
Former Executive Vice President and Chief Financial Officer, ZF TRW
Former President, Pratt & Whitney
Equity Partner, Senior Portfolio Manager, Elliott Investment Management, L.P.
Former Co-Chief Executive Officer, Business Talent Group
Executive Chairman and Chief Executive Officer, Howmet Aerospace Inc.
Former Executive Vice President and Chief Financial Officer, Spirit Aerosystems Holdings, Inc.
President, Roofing, Owens Corning
DIRECTORS
(As of March 31, 2025)
OFFICERS
(As of March 31, 2025)
(As of March 31, 2025)
ASSISTANT OFFICERS
James F. Albaugh
Amy E. Alving
Sharon R. Barner
Joseph S. Cantie
Robert L. Leduc
David J. Miller
Jody G. Miller
John C. Plant
Ulrich R. Schmidt
Gunner S. Smith
John C. Plant
Executive Chairman
Chief Executive Officer
Michael Chanatry
Vice President
Chief Commercial Officer
Kenneth J. Giacobbe
Executive Vice President
Chief Financial Officer
Lola F. Lin
Executive Vice President
Chief Legal and
Compliance Officer
Secretary
Neil E. Marchuk
Executive Vice President
Chief Human Resources Officer
Paul Myron
Vice President
Treasurer
Barbara L. Shultz
Vice President
Controller
Margaret S. Lam
Assistant Secretary
Associate General Counsel
Chief Securities and Governance Counsel
Catherine D. Parroco
Assistant Secretary
Printed in USA | © 2025 Howmet Aerospace Inc.
COMPANY NEWS
Visit www.howmet.com for Howmet Aerospace’s
Securities and Exchange Commission filings, quarterly
earnings reports, and other Company news.
Copies of the Company’s annual report, proxy
statement, and Forms 10-K and 10-Q may be requested
at no cost by visiting www.howmet.com/investors,
by writing to:
Howmet Aerospace
Attention: Corporate Secretary’s Office
201 Isabella Street, Suite 200
Pittsburgh, PA 15212
or by email: CorporateSecretary@howmet.com
INVESTOR INFORMATION
Securities analysts and investors may write to:
Howmet Aerospace
Attention: Investor Relations
201 Isabella Street, Suite 200
Pittsburgh, PA 15212
call 1-412-553-1950
or by email: InvestorRelations@howmet.com
OTHER PUBLICATIONS
For more information on Howmet Aerospace
Foundation and Howmet Aerospace community
investments, visit: www.howmet.com/foundation
For Howmet Aerospace’s Environmental, Social and
Governance Report, visit: www.howmet.com/esg-report,
write to: Howmet Aerospace
Attention: Corporate Sustainability
201 Isabella Street, Suite 200
Pittsburgh, PA 15212
or by email: Sustainability@howmet.com
DIVIDENDS
Cash dividend decisions are made by Howmet
Aerospace’s Board of Directors and are reviewed on a
regular basis.
DIVIDEND REINVESTMENT
Howmet Aerospace’s transfer agent sponsors and
administers a Dividend Reinvestment and Stock
Purchase Plan for shareholders of Howmet Aerospace’s
common stock. The plan allows shareholders to
reinvest all or part of their quarterly dividends in shares
of Howmet Aerospace common stock. Shareholders
may also purchase additional shares of common stock
under the plan with cash contributions.
DIRECT DEPOSIT OF DIVIDENDS
Shareholders may have their quarterly dividends
deposited directly to their checking, savings or money
market accounts at any financial institution that
participates in the Automated Clearing House system.
REGISTERED SHAREHOLDER SERVICES
Registered shareholders with questions on account
balances, dividend checks, reinvestment, direct
deposit, address changes, lost or misplaced stock
certificates, or other shareholder account matters may
contact Howmet Aerospace’s stock transfer agent,
registrar, and dividend-disbursing agent,
Computershare:
By telephone:
1-800-851-9677 (in the United States and Canada)
1-201-680-6578 (all other callers)
1-800-231-5469 (Telecommunications Device for the
Deaf: TDD)
On the web:
www.computershare.com
By regular mail:
Computershare Investor Services
P.O. Box 43006
Providence, RI 02940-3006
By overnight correspondence:
Computershare Investor Services
150 Royall Street
Suite 101
Canton, MA 02021
For shareholder questions on other matters, write to:
Howmet Aerospace
Attention: Corporate Secretary’s Office
201 Isabella Street, Suite 200
Pittsburgh, PA 15212
call 1-412-553-1940
or by email: CorporateSecretary@howmet.com
STOCK LISTING
Common Stock
New York Stock Exchange | Ticker symbol: HWM
$3.75 Cumulative Preferred Stock (Class A)
NYSE American | Ticker symbol: HWM PR
SHAREHOLDER INFORMATION
WWW.HOWMET.COM
HOWMET AEROSPACE | 2024 ANNUAL REPORT
ON THE COVER:
Howmet Aerospace is a global leader in advanced engineered
solutions — including those shown here — providing
differentiated technologies to enable lighter, more fuel-efficient
aircraft, industrial gas turbines, and commercial vehicles to
operate with a lower carbon footprint.
Copyright 2025 © Howmet Aerospace. All rights reserved.