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Form 8-K

sec.gov

8-K — O-I Glass, Inc. /DE/

Accession: 0001104659-26-071866

Filed: 2026-06-09

Period: 2026-06-09

CIK: 0000812074

SIC: 3221 (GLASS CONTAINERS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2617327d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2617327d1_ex99-1.htm)

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2026-06-09

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section

13 or 15(d) of

The Securities

Exchange Act of 1934

June 9, 2026

Date of Report (Date of earliest event reported)

O-I

GLASS, INC.

(Exact name of registrant as specified in its

charter)

Delaware

1-9576

22-2781933

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS

Employer

Identification No.)

One Michael Owens Way

Perrysburg,

Ohio

(Address

of principal executive offices)

43551-2999

(Zip

Code)

(567)

336-5000

(Registrant’s telephone number, including

area code)

(Former name or former address,

if changed since last report)

Check the appropriate box below if the Form 8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written

communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting

material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement

communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement

communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $.01 par value

OI

The

New York Stock Exchange

Indicate by check mark whether the registrant is

an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the

Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  ¨

ITEM 7.01. REGULATION FD DISCLOSURE.

O-I Glass, Inc.’s (the “Company”)

Chief Executive Officer Gordon Hardie and Chief Financial Officer John Haudrich are scheduled to present at the Wells Fargo 16th

Annual Industrials and Materials Conference (the “Conference”) on Wednesday, June 10, 2026 at 11:00 a.m., Central Time.

A live webcast of the presentation will be available

at the following link: https:‌‌//event.summitcast.com/view/QCgpAyoWWxBHCfAopjr‌‌3F6/V7k3FG4MjMxCC8DQsPwVgM.

The replay from the conference will be posted within 24 hours of the presentation and will be archived through this link for 90 days

following the completion of the Conference. A copy of the presentation slides, which is attached hereto as Exhibit 99.1 and incorporated

herein by reference, will be discussed at the Conference and will also be available on the Company’s website, www.o-i.com/investors.

The

information contained in this Item 7.01 and in Exhibits 99.1 and 99.2 hereto is furnished and shall not be deemed “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to

the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities

Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit

No.

Description

99.1

Wells Fargo 16th Annual Industrials and Materials Conference slides

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

SIGNATURES

Pursuant to the requirements of the Securities

Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

O-I GLASS, INC.

Date: June 9, 2026

By:

/s/ John A. Haudrich

Name:

John A. Haudrich

Title:

Senior Vice President and Chief Financial Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2617327d1_ex99-1.htm · Sequence: 2

Exhibit

99.1

CAPITAL MARKETS

PRESENTATION

2Q 2026

SAFE HARBOR COMMENTS AND FORWARD-LOOKING STATEMENTS 2

This presentation contains “forward-looking” statements related to O-I Glass, Inc. (“O-I Glass” or the “Company”) within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the

“Exchange Act”), and Section 27A of the Securities Act of 1933, as amended. Forward-looking statements reflect the Company’s current expectations and projections about future events at the time, and

thus involve uncertainty and risk. The words “believe,” “expect,” “anticipate,” “will,” “could,” “would,” “should,” “may,” “plan,” “estimate,” “intend,” “predict,” “potential,” “continue,” "target," “commit” and

the negatives of these words and other similar expressions generally identify forward-looking statements.

It is possible that the Company’s future financial performance may differ from expectations due to a variety of factors including, but not limited to the following: (1) the Company’s ability to achieve expected

benefits from cost management, efficiency improvements, and profitability initiatives, such as its Fit to Win initiative, including expected impacts from production curtailments, reduction in force and furnace

closures, (2) the general credit, financial, political, economic, legal and competitive conditions in markets and countries where the Company has operations, including uncertainties related to economic and

social conditions, trade policies and disputes, financial market conditions, disruptions in the supply chain, competitive pricing pressures, inflation or deflation, changes in tax rates, changes in laws or policies,

legal proceedings involving the Company, war, civil disturbance or acts of terrorism, natural disasters, public health issues and weather, (3) cost and availability of raw materials, labor, energy and

transportation (including impacts related to the current conflicts in the Middle East and between Russia and Ukraine and disruptions in supply of raw materials caused by transportation delays), (4)

competitive pressures from other glass container producers and alternative forms of packaging or consolidation among competitors and customers, (5) changes in consumer preferences or customer

inventory management practices, (6) the continuing consolidation of the Company’s customer base, (7) risks related to the development, deployment and use of artificial intelligence technologies, (8) the

Company’s inability to improve glass melting technology in a cost-effective manner and introduce productivity, process and network optimization actions, (9) unanticipated supply chain and operational

disruptions, including higher capital spending, (10) seasonality of customer demand, (11) the failure of the Company’s joint venture partners to meet their obligations or commit additional capital to the joint

venture, (12) labor shortages, labor cost increases or strikes, (13) the Company’s ability to acquire or divest businesses, acquire and expand plants, integrate operations of acquired businesses and achieve

expected benefits from acquisitions, divestitures or expansions, (14) the Company’s ability to generate sufficient future cash flows to ensure the Company’s goodwill is not impaired, (15) any increases in the

underfunded status of the Company’s pension plans, (16) any failure or disruption of the Company’s information technology, or those of third parties on which the Company relies, or any cybersecurity or

data privacy incidents affecting the Company or its third-party service providers, (17) risks related to the Company’s indebtedness or changes in capital availability or cost, including interest rate fluctuations

and the ability of the Company to generate cash to service indebtedness and refinance debt on favorable terms, (18) risks associated with operating in foreign countries, (19) foreign currency fluctuations

relative to the U.S. dollar, (20) changes in tax laws or global trade policies, (21) the Company’s ability to comply with various environmental legal requirements, (22) risks related to recycling and recycled

content laws and regulations, (23) risks related to climate-change and air emissions, including related laws or regulations and increased ESG scrutiny and changing expectations from stakeholders, and the

other risk factors discussed in the Company’s filings with the Securities and Exchange Commission.

It is not possible to foresee or identify all such factors. Any forward-looking statements in this document are based on certain assumptions and analyses made by the Company in light of its experience and

perception of historical trends, current conditions, expected future developments, and other factors it believes are appropriate in the circumstances. Forward-looking statements are not a guarantee of

future performance, and actual results or developments may differ materially from expectations. While the Company continually reviews trends and uncertainties affecting the Company’s results of

operations and financial condition, the Company does not assume any obligation to update or supplement any particular forward-looking statements contained in this document.

Additionally, certain forward-looking and other statements in this presentation or other locations, such as the Company’s corporate website, regarding ESG matters are informed by various ESG standards

and frameworks (which may include standards for the measurement of underlying data) and the interests of various stakeholders. Accordingly, such information may not be, and should not be interpreted as

necessarily being “material” under the federal securities laws for SEC reporting purposes, even if the Company uses the word “material” or “materiality” in such discussions. In particular, certain standards

and frameworks use definitions of “materiality” in the ESG context that differ from, and are often more expansive than, the definition under U.S. federal securities laws. ESG information is also often reliant

on third-party information or methodologies that are subject to evolving expectations and best practices. The Company’s disclosures may change due to revisions in framework requirements, availability of

information, changes in its business or applicable governmental policies, or other factors, some of which may be beyond its control.

WHO WE ARE TODAY 3

* Financial metrics as of YE 2025

~19,000

employees,

70+ nationalities,

30+ languages

Sell into 74

countries through

network of 61

plants in 18

countries

Serve

TOP

global

beer and

spirits

brands

Customer Excellence

Top Quartile Net

Promoter Score (NPS)

Global Leader in both

MAINSTREAM and PREMIUM

Glass Packaging

$6,426

$1,218

Net Sales aEBITDA

FINANCIAL SCALE* ($M) #1

Global Glass Supplier

GLOBAL LEADER in glass packaging refocused on transforming COMPETITIVENESS, increasing

ECONOMIC PROFIT and growing the VALUE of the company

STATE OF THE BUSINESS 4

4

Strong Americas Performance And Momentum

• Excellent Fit To Win progress with segment operating profit expected to be up ~ 60% ’24–‘26

Europe Transformation Accelerating Despite Macro Headwinds

• Significant structural progress to improve long-term competitive position via Fit To Win

• Macros and energy impacting short-term performance

Solid Balance Sheet and Strong Liquidity

• Expect mid-3x leverage @ FYE26, ~$1.2B in available liquidity, no bond maturities until 2028

• FCF prioritized to debt reduction

Managing Through Softer Demand Environment

• Alcohol consumption remains soft, but positive trends in Food and NAB

• 2Q26 sales volumes softer than expected QTD with initial signs of improvement in June

Stable Full Year Outlook

• 2Q26 likely ~ 20% of annual aEPS allocation due to softer demand

• FY26 aEBITDA guidance range of $1,125M - $1,225M

5

1,100

1,218

1,450

1,650

2024 2025 2026E 2027

Target

2029

Objective

RESHAPING O-I TO BECOME THE ‘BEST VALUE’ PACKAGING OPTION

5

Optimizing how we work across the

value chain with suppliers and customers

Transforming O-I’s cost base

to become highly competitive

Building a higher value,

more premium business portfolio

Focusing the business on driving

Economic Profit

Growing in clearly targeted

geographies, categories and segments

EARNINGS IMPROVEMENT

(aEBITDA, $M)

1,125-1,225

> 8% 5YR CAGR

ROBUST

INVESTMENT

THESIS

TO CREATE

SHAREHOLDER

VALUE

Note: 2026 outlook provided at 1Q26 reporting;

2027 target and 2029 objective were from our March

2025 I-Day and not subsequently updated

OUR RIGHT TO WIN 6

6

Consumers

& Customers

PREFER GLASS

Privileged Footprint

With GROWTH

Opportunities

GLOBAL Reach

With LOCAL Touch

Privileged

CUSTOMER

RELATIONSHIPS

Refocus On

COMPETITIVENESS

From Scale

VALUE CREATION ROADMAP 7

CURRENT

O-I EP

CAPTURE

FUTURE

O-I EP

CAPTURE

FIT TO WIN:

Radically reduce total enterprise costs and

optimize entire network and value chain

PROFITABLE GROWTH:

Leverage more competitive position to drive

future profitable growth with winning customers

HORIZON 1 (2024+)

FIT TO WIN

STRATEGIC OPTIONALITY:

Grow the business through geographic expansion,

JVs, partnerships and capability M&A, as well as

consistently return capital to shareholders

ECONOMIC PROFIT (EP)

MINDSET

HORIZON 2 (2026+)

PROFITABLE GROWTH

HORIZON 3 (2028+)

STRATEGIC OPTIONALITY

8

1Savings are cumulative compared to 2024 baseline year

2Gross of management incentives

NET FIT TO WIN BENEFITS ($M)

PHASE

A

PHASE

B

2024 2025 3 YEAR 1

ACTUAL ACTUAL 1Q ACTUAL FY TARGET TARGET COMMENTS

Reshape SGA 2

14 98 21 70 200 Org actions to be completed by mid-2026

Initial Network Optimization 11 81 11 65 150

Announced plant closures (EU) to be completed by mid-2026.

1Q impacted by $5M in EU for plant closures related costs

TOTAL PHASE A SAVINGS 25 179 32 135 350

Total Organizational Effectiveness - 58 (3) 80 200

Third wave of TOE commenced.

Benefits are net of $10M disruption costs in AM for extreme weather, MX

civil unrest, Peru NG pipeline outage.

Cost Transformation - 63 6 60 200 Advancing energy and procurement initiatives

TOTAL PHASE B SAVINGS - 121 3 140 400

TOTAL FIT TO WIN SAVINGS 25 300 35 275 750

2026Fit To Win generated $50M gross

benefits, $35M net of $15M

temporary disruption costs

FIT TO WIN STATUS

FIT TO WIN AHEAD OF SCHEDULE and Delivering Meaningful Benefits

SOLID PROGRESS TOWARDS INVESTOR DAY TARGETS 9

PROGRESS TOWARDS 2027 I-DAY GOALS

aEBITDA aEBITDA %Margin Fit To Win Benefits FCF % Sales Leverage Ratio Normalized ES

2024 2025 2026F 2027 I-Day Target 2027 Updated Target

≥ $1,450M LOW 20%s ≥ $750M ≥ 5% ≤ 2.5x ≥ 2%

Focused On 2027 INVESTOR DAY TARGETS Driven By Fit To Win

2026 FINANCIAL OUTLOOK 10

2025 2026E

aEBITDA ($M) $1,218 $1,125 - $1,225

aEPS (per share) 1

$1.60 $1.00 - $1.50

FCF ($M) $168 $50 - $150

LEVERAGE RATIO 3.5x Mid 3x 1 For estimated 2026, assumes effective tax rate of 35% - 40%.

Further details in the appendix

2026 GUIDANCE (as of 6/9/26)

EST QTRLY ALLOCATION

STABLE FY26 GUIDANCE, As Balance Sheet Remains Stable

I-Day Tgt

2026

2025

2024 3.9x

3.5x

Mid 3’s

<2.5x

• Debt reduction remains top priority for free cash flow

• ~ $1.2B liquidity

• No bond debt maturities until 2028

SOUND BALANCE SHEET

NET DEBT LEVERAGE RATIO

~5%

~42%

~20%

~33%

1st Qtr 2nd Qtr 3rd Qtr 4th Qtr

2Q26 will likely

represent ~ 20% of

annual aEPS guidance

given softer than

expected QTD sales

volume with initial

signs of demand

improvement in June

11

CONCLUSION

FTW DRIVING IMPROVING FUNDAMENTALS AND INCREASING SHAREHOLDER VA LUE

• SOUND STRATEGY TO CREATE SHAREHOLDER VALUE

• FIT TO WIN IS DELIVERING AND ENABLES FUTURE

PROFITABLE GROWTH

• EXPECT IMPROVED 2H26 VOLUMES SUPPORTED BY

NEW BUSINESS WINS

• REAFFIRM 2026 GUIDANCE

• FOCUSED ON INVESTOR DAY 2027 OBJECTIVES

12

APPENDIX

13

FULL YEAR 2026 OUTLOOK ( A S O F 6 / 9 /2 6)

AGGRESSIVELY MANAGING LEVERS IN O -I CONTROL; REVISED GUIDANCE DUE TO ENERGY INFLATION

2026 RISK ADJUSTED GUIDANCE

Adj. EBITDA ($M) Adjusted EPS FCF ($M)

ORIGINAL GUIDANCE (from 2/11/26) $1,250 - $1,300 $1.65 - $1.90 $200

Net Price (primarily Europe) 1

↓ ($30 - $50)

Additional Cost Improvement ↑ $25 - $30

Glass Dynamics ($0 - $25) ($0.00 - $0.15) ($0 - $25)

Direct Energy Inflation ↓ ($40 - $60)

Indirect Energy Inflation ↓ ($35 - $40)

Middle East Conflict Dynamics ($75 - $100) ($0.40 - $0.50) ($75 - $100)

RISK ADJUSTED GUIDANCE $1,125 - $1,225 $1.00 - $1.50 $50 - $150

Management is actively monitoring macro indicators especially related to the Middle East conflicts, including consumer

demand trends and inflationary impacts on commercial dynamics, and will take additional actions as warranted.

1Excludes energy related cost inflation variation attributed to the Middle East conflicts

14

APPROXIMATE EPS SENSITIVITY TO 1% CHANGE IN

ANNUAL VOLUME

• $0.07/sh for 1% change in sales volume

• $0.13/sh for 1% change in production volume

• $0.20/sh for 1% change in combined sales and production volume

APPROXIMATE ANNUAL EPS SENSITIVITY TO €5/MWH

CHANGE IN EU NATURAL GAS TTF PRICES

• Guidance Assumes €45-55/MWH YTG 2026

• $0.03/sh for €5/MWH increase in TTF above €55/MWH

• $0.05/sh for €5/MWH decrease in TTF below €45/MWH

• Sensitivity is provided for EU NG price variance as it is the highest

price and most volatile energy market. Other markets are less

volatile with a greater percentage of business covered by multi-year

contracts with price adjustment formulas that pass thru energy

inflation on a lagging basis.

2026 KEY GUIDANCE SENSITIVITIES

VOLUME & ENERGY MITIGATING EU ENERGY RISK

2026 YTG 2027

% EU NG Covered by Energy

Management Practices

75% - 80%

Mitigated 75% - 80% of EU YTG

NG gas exposure at rates

favorable to current index prices

> 50%

2026 KEY GUIDANCE ASSUMPTIONS ( A S O F 6 / 9 /2 6 ) 15

BUSINESS DRIVER

2026 vs 2025

▲ Fav ▼Unfav 2026 COMMENTS

aEBITDA ▲ $1.125B - $1.225B

Sales Volume ►/▼ ~ Flat to down slightly, may exit some unprofitable business

Net Price ▼ ~ $35M-$100M headwind

Energy Reset ▼ ~ $150M as reset fav EU energy contracts expiring Dec '25

Add'l Energy Inflation ▼ ~ $75M-$100M inflation related to Middle East Conflicts

F X ▲ ~ $10-$15 tailwind @ 4/28/26 rates

aEPS ▲ $1.00 - $1.50/sh

Interest Expense ► ~ $335M - $350M

Adjusted ETR ▲ 35-40%, up from prior assumption due to lower earnings base

FCF ▲ $50M - $150M

aEBITDA ▲ $1.125B - $1.225B (D&A of $490 - $500M)

CapEx ►/▼ ~ $450M

Working Capital ► Lower IDS net of AR growth as sales impv 2H26

Restructuring ►/▼ ≤ $150M

Taxes/Interest ► Taxes ~ $110M; Interest ~ $330M

Other ►/▼ $25M - $50M Incentive payments and returnable packaging

LEVERAGE RATIO ▲ Mid 3x by FYE26

≥ $275M F2W benefit

~ $20M - $30M headwind as reduce IDS ▲

Operating Costs/

Corp Retained & Other

2026 BUSINESS DRIVERS FX

27-Apr AVG AVG

2026 1Q26 1Q25

EUR 1.17 1.17 1.05

MXN 17.38 17.51 20.53

BRL 5.00 5.19 5.82

COP 3,622 3,691 4,162

FX ASSUMPTIONS FX EPS SENSITIVITY TO 10% CHANGE

FX RATE ASSUMPTIONS AND APPROXIMATE

ANNUAL IMPACT ON EPS FROM 10% FX CHANGE

EUR 0.08

MXN 0.07

BRL 0.02

COP 0.02

NON 16

-GAAP FINANCIAL MEASURES

The company uses certain non-GAAP financial measures, which are measures of its historical or future financial performance that are not calculated and presented in accordance with GAAP, within the

meaning of applicable SEC rules. Management believes that its presentation and use of certain non-GAAP financial measures, including adjusted earnings, adjusted earnings per share, free cash flow, free cash

flow as percentage of net sales, adjusted effective tax rate, net debt, net debt leverage, EBITDA, adjusted EBITDA, normalized economic profit and normalized economic spread provide relevant and useful

supplemental financial information that is widely used by analysts and investors, as well as by management in assessing both consolidated and business unit performance. These non-GAAP measures are

reconciled to the most directly comparable GAAP measures and should be considered supplemental in nature and should not be considered in isolation or be construed as being more important than

comparable GAAP measures.

Adjusted earnings relates to net earnings (loss) attributable to the company, exclusive of items management considers not representative of ongoing operations and other adjustments because such items

are not reflective of the company’s principal business activity, which is glass container production. Adjusted earnings are divided by weighted average shares outstanding (diluted) to derive adjusted earnings

per share. Adjusted effective tax rate relates to the provision for income taxes, excluding items management considers not representative of ongoing operations and other adjustments, divided by earnings

(loss) before income taxes, exclusive of items management considers not representative of ongoing operations and other adjustments. EBITDA refers to net earnings, excluding gains or losses from

discontinued operations, interest expense, net, provision for income taxes, depreciation and amortization of intangibles. Adjusted EBITDA refers to EBITDA, exclusive of items management considers not

representative of ongoing operations and other adjustments. Net debt refers to total debt less cash. Net debt leverage refers to net debt divided by Adjusted EBITDA. Normalized economic profit (NEP)

refers to net earnings (loss) attributable to the Company, excluding interest expense, net and items not considered representative of ongoing operations (excluding interest expense, net), minus the product

of the Company’s average invested capital and its long-term normalized weighted average cost of capital. Normalized economic spread percentage (NES) refers to NEP divided by the Company’s average

invested capital. Management uses adjusted earnings, adjusted earnings per share, EBITDA, Adjusted EBITDA, adjusted effective tax rate, normalized economic profit, normalized economic spread and net

debt leverage to evaluate its period-over-period operating performance because it believes these provide useful supplemental measures of the results of operations of its principal business activity by

excluding items that are not reflective of such operations. The above non-GAAP financial measures may be useful to investors in evaluating the underlying operating performance of the company’s business

as these measures eliminate items that are not reflective of its principal business activity.

Further, free cash flow (FCF) relates to cash provided by operating activities less cash payments for property, plant and equipment. Free cash flow as a percentage of net sales is calculated as FCF divided by

net sales. Management has historically used free cash flow to evaluate its period-over-period cash generation performance because it believes these have provided useful supplemental measures related to

its principal business activity. It should not be inferred that the entire free cash flow amount is available for discretionary expenditures, since the company has mandatory debt service requirements and

other non-discretionary expenditures that are not deducted from these measures. Management uses non-GAAP information principally for internal reporting, forecasting, budgeting and calculating

compensation payments.

The company routinely posts important information on its website – www.o-i.com/investors

RECONCILIATION TO ADJUSTED EARNINGS 17

The Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, adjusted earnings and adjusted earnings per share, for the periods ending after December 31,

2025 to its most directly comparable GAAP financial measure, net earnings (loss) attributable to the Company, because management cannot reliably predict all of the necessary components of this GAAP

financial measure without unreasonable efforts. Net earnings (loss) attributable to the Company includes several significant items, such as restructuring charges, asset impairment charges, charges for the

write-off of finance fees, and the income tax effect on such items. The decisions and events that typically lead to the recognition of these and other similar items are complex and inherently unpredictable,

and the amount recognized for each item can vary significantly. Accordingly, the Company is unable to provide a reconciliation of adjusted earnings and adjusted earnings per share to net earnings (loss)

attributable to the Company or address the probable significance of the unavailable information, which could be material to the Company's future financial results.

RECONCILIATION FOR SEGMENT OPERATING PROFIT 18

The Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, segment operating profit, for the periods ending after December 31, 2025 to its most directly

comparable GAAP financial measure, earnings (loss) before income tax, because management cannot reliably predict all of the necessary components of this GAAP financial measure without unreasonable

efforts. Earnings (loss) before income tax includes several significant items, such as restructuring charges, asset impairment charges, charges for the write-off of finance fees, and the income tax effect on

such items. The decisions and events that typically lead to the recognition of these and other similar non-GAAP adjustments are inherently unpredictable as to if and when they may occur. The inability to

provide a reconciliation is due to that unpredictability and the related difficulties in assessing the potential financial impact of the non-GAAP adjustments. For the same reasons, the Company is unable to

address the probable significance of the unavailable information, which could be material to the Company’s future financial results.

RECONCILIATION TO ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN 19

For the periods ending after December 31, 2025, the Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, adjusted EBITDA and adjusted

EBITDA margin, to its most directly comparable U.S. GAAP financial measure, net earnings (loss) attributable to the Company, because management cannot reliably predict all of the

necessary components of this U.S. GAAP financial measure without unreasonable efforts. Net earnings (loss) attributable to the Company includes several significant items, such as

restructuring, asset impairment and other charges, charges for the write-off of finance fees, and the income tax effect on such items. The decisions and events that typically lead to the

recognition of these and other similar non-GAAP adjustments are inherently unpredictable as to if and when they may occur. The inability to provide a reconciliation is due to that

unpredictability and the related difficulties in assessing the potential financial impact of the non-GAAP adjustments. For the same reasons, the Company is unable to address the probable

significance of the unavailable information, which could be material to the Company’s future financial results.

RECONCILIATION TO NET DEBT LEVERAGE RATIO 20

For the years ending after December 31, 2025, the Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, net debt leverage ratio, which is defined as

total debt less cash divided by Adjusted EBITDA, to its most directly comparable U.S. GAAP financial measure, Net earnings, because management cannot reliably predict all of the necessary

components of this U.S. GAAP financial measure without unreasonable efforts. Net earnings includes several significant items, such as restructuring, asset impairment and other charges, charges for

the write-off of finance fees, and the income tax effect on such items. The decisions and events that typically lead to the recognition of these and other similar non-GAAP adjustments are inherently

unpredictable as to if and when they may occur. The inability to provide a reconciliation is due to that unpredictability and the related difficulties in assessing the potential financial impact of the non-GAAP adjustments. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to the Company’s future financial

results.

NORMALIZED ECONOMIC PROFIT AND SPREAD RECONCILIATION 21

For the years ending after December 31, 2025, the Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measures, economic profit, economic spread,

normalized economic profit and normalized economic spread to its most directly comparable U.S. GAAP financial measure, net earnings (loss) attributable to the Company, because

management cannot reliably predict all of the necessary components of this U.S. GAAP financial measure without unreasonable efforts. Net earnings (loss) attributable to the Company

includes several significant items, such as restructuring, asset impairment and other charges, charges for the write-off of finance fees, and the income tax effect on such items. The decisions

and events that typically lead to the recognition of these and other similar non-GAAP adjustments are inherently unpredictable as to if and when they may occur. The inability to provide a

reconciliation is due to that unpredictability and the related difficulties in assessing the potential financial impact of the non-GAAP adjustments. For the same reasons, the Company is unable

to address the probable significance of the unavailable information, which could be material to the Company’s future financial results.

RECONCILIATION TO FCF AND FCF AS PERCENTAGE OF SALES 22

The Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measures, free cash flow, for all periods after 2026 and for free cash flow as a

percentage of net sales, for all periods after December 31, 2025 to its most directly comparable U.S. GAAP financial measures, cash provided by operating activities and cash provided by

operating activities divided by net sales, respectively, without unreasonable effort. This is due to potentially high variability, complexity and low visibility, in the relevant future periods, of

components of cash provided by operating activities and cash spent on property, plant and equipment, as well as items that would be excluded from cash provided by operating

activities. The variability of these excluded items and other components of cash provided by operating activities may have a significant, and potentially unpredictable, impact on the

Company's future financial results.

RECONCILIATION TO ADJUSTED EFFECTIVE TAX RATE 23

The Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, adjusted effective tax rate, for the years ending after December 31, 2025,

to its most directly comparable GAAP financial measure, provision for income taxes divided by earnings (loss) before income taxes, because management cannot reliably predict all of the

necessary components of these GAAP financial measures without unreasonable efforts. Earnings (loss) before income taxes includes several significant items, such as restructuring

charges, asset impairment charges, and charges for the write-off of finance fees, and the provision for income taxes would include the income tax effect on such items. The decisions and

events that typically lead to the recognition of these and other similar items are complex and inherently unpredictable, and the amount recognized for each item can vary significantly.

Accordingly, the Company is unable to provide a reconciliation of adjusted effective tax rate to provision for income taxes divided by earnings (loss) before income taxes or address the

probable significance of the unavailable information, which could be material to the Company's future financial results.

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