Form 8-K

8-K — Howmet Aerospace Inc.

Accession: 0001104659-26-119857

Filed: 2026-10-29

Period: 2026-10-29

CIK: 0000004281

SIC: 3350 (ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2628456d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2628456d1_ex99-1.htm)

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8-K — FORM 8-K

8-K (Primary)

Filename: tm2628456d1_8k.htm · Sequence: 1

false

0000004281

2026-10-29

iso4217:USD

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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

Date of Report (Date of earliest event reported):

October 29, 2026 (October 29, 2026)

HOWMET AEROSPACE INC.

(Exact name of registrant as specified in

its charter)

Delaware

1-3610

25-0317820

(State of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

201 Isabella Street, Suite 200

Pittsburgh, Pennsylvania

15212-5872

(Address of Principal

Executive Offices)

(Zip Code)

Office of Investor

Relations (412) 553-1950

Office of the

Secretary (412) 553-1940

(Registrant’s telephone numbers, 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(s)

Name

of each exchange on which registered

Common Stock, par value $1.00 per share

HWM

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange

Act of 1934 (17 CFR §240.12b-2).

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 2.02. Results of Operations and Financial Condition.

On October 29, 2026, Howmet Aerospace Inc. issued

a press release announcing its financial results for the third quarter of 2026. A copy of the press release is attached hereto as Exhibit

99.1 and is incorporated herein by reference.

In accordance with General

Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed

to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),

or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other

document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference

in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Howmet Aerospace Inc. press release dated October 29, 2026.

104 The cover page of this Current Report on Form 8-K, formatted

in Inline XBRL.

SIGNATURE

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.

HOWMET AEROSPACE INC.

Dated:

October 29, 2026

By:

/s/ Jonathan

A. Arena

Name:

Jonathan A. Arena

Title:

Executive Vice President, Chief Legal and Compliance Officer

and Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2628456d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

FOR IMMEDIATE RELEASE

Investor

Contact

Media

Contact

Paul

T. Luther

Rob

Morrison

(412)

553-1950

(412)

553-2666

Paul.Luther@howmet.com

Rob.Morrison@howmet.com

Howmet Aerospace

Reports Third Quarter 2026 Results

Revenue up 29%

Year over Year, Organic Growth 25%; GAAP EPS $1.42, Adjusted EPS $1.46

Healthy Third

Quarter Cash Generation; $500 Million Deployed for Common Stock Repurchases

Additional $5

Billion Share Repurchase Authorization by Board of Directors

Full Year 2026

Guidance Increased

Full Year 2027

Revenue Guidance: Approximately $11.5 Billion, Up ~12% Year over Year

Summary Financial Results

Third Quarter

Nine Months

Dollars in Millions; Per

share amounts in dollars, diluted

2026

2025

Change

2026

2025

Change

Revenue

$ 2,703

$ 2,089

29 %

$ 7,563

$ 6,084

24 %

GAAP Metrics

Operating Income

$ 777

$ 542

43 %

$ 2,241

$ 1,557

44 %

Operating Income Margin

28.7 %

25.9 %

280 bps

29.6 %

25.6 %

400 bps

Earnings per Share (EPS)

$ 1.42

$ 0.95

49 %

$ 4.18

$ 2.79

50 %

Cash from Operations

$ 709

$ 531

34 %

$ 1,745

$ 1,230

42 %

Non-GAAP

Metrics1

Adjusted EBITDA

$ 879

$ 614

43 %

$ 2,436

$ 1,763

38 %

Adjusted EBITDA Margin

32.5 %

29.4 %

310 bps

32.2 %

29.0 %

320 bps

Adjusted Operating Income

$ 786

$ 542

45 %

$ 2,185

$ 1,553

41 %

Adjusted Operating Income Margin

29.1 %

25.9 %

320 bps

28.9 %

25.5 %

340 bps

Adjusted Earnings per Share (EPS)

$ 1.46

$ 0.95

54 %

$ 4.01

$ 2.72

47 %

Free Cash Flow

$ 562

$ 423

33 %

$ 1,400

$ 901

55 %

1 For more information, see “Non-GAAP Financial

Measures” and the schedules to this release.

Key Activity

· Repurchased

$500 million of common stock in third quarter 2026; $1.1 billion repurchased year to date

· On October 28, 2026, the Board of Directors authorized an increase in the Company’s

share repurchase program by $5 billion, resulting in $5.397 billion total authorization

· Increased

the quarterly common stock dividend by 17% to $0.14

per share in third quarter 2026

PITTSBURGH, PA, October 29, 2026 – Howmet Aerospace

(NYSE: HWM) announced results today for the third quarter 2026.

Howmet Aerospace Executive Chairman and Chief Executive Officer John

Plant said, “Howmet's performance was solid in all dimensions, with third quarter results exceeding the high end of guidance. Revenue

grew 29% year over year and 25% organically, the strongest quarterly growth rate on record for Howmet. Adjusted EBITDA margin expanded

310 basis points year over year to 32.5%. Free cash flow was a robust $562 million after $147 million in capital expenditures, as we

continue to invest for growth. The free cash flow supported $500 million in common stock repurchases in the third quarter, lifting year-to-date

repurchases to $1.1 billion. The Board of Directors authorized an increase in the share repurchase program by $5 billion to $5.397 billion,

reflecting confidence in the Company's strong free cash flow outlook.”

Mr. Plant continued, “Our trajectory points to a healthy

fourth quarter and the conclusion of another strong year for Howmet. The commercial aerospace market continues to look robust, underpinned

by the extraordinary aircraft order backlog that supports expected production volume increases throughout 2027 and beyond. We do not

expect any material impact on our spares demand from the Middle East conflict given the backlog of engine shop visits and requirements

to support next generation narrowbody engines. Defense markets remain solid, with further spares needs and likely increases in legacy

fighter builds. Of particular note was the 45% year-over-year gas turbines revenue growth, which demonstrates both the extraordinary

addition to output and, even more importantly, the increase in market share. Demand in the gas turbines market continues to strengthen

with customers looking to increase volumes beyond previous expectations, which supports the outlook beyond 2028. Our capital expenditure

plans envisage elevated spend beyond 2027 to support growth in both aerospace and defense as well as gas turbines. Our disciplined focus

on free cash flow conversion will remain steadfast throughout this elevated investment period. The commercial transportation market continues

to experience recovery in North America. Looking forward to 2027, we envisage revenue of approximately $11.5 billion, representing approximately

12% growth from the increased 2026 guidance.”

2026 Guidance

Dollars in Millions; Per share amounts in dollars,

diluted

Q4 2026

Guidance

FY 2026

Guidance

Low

Baseline

High

Low

Baseline

High

Revenue

2,740

2,750

2,760

10,290

10,300

10,310

Baseline

Change

+$250

Adj.

EBITDA1

895

900

905

3,325

3,330

3,335

Adj.

EBITDA Margin1

32.7

32.8

32.3

Baseline

Change

+$100

+20 bps

Adj.

Earnings per Share1

1.49

1.50

1.51

5.49

5.50

5.51

Baseline

Change

+$0.23

Free

Cash Flow1

1,950

2,000

2,050

Baseline

Change

+$100

1 Reconciliations of the forward-looking non-GAAP financial

measures to the most directly comparable GAAP financial measures, as well as the directly comparable GAAP measures, are not available

without unreasonable efforts due to the variability and complexity of the charges and other components excluded from the non-GAAP measures,

such as gains or losses on sales of assets, taxes, and any future restructuring or impairment charges. In addition, there is inherent

variability already included in the GAAP measures, including, but not limited to, price/mix and volume. Howmet Aerospace believes such

reconciliations would imply a degree of precision that would be confusing or misleading to investors.

Consolidated Results

Howmet Aerospace reported third quarter 2026 revenue of $2.70 billion,

up 29% year over year with organic growth of 25%,

and Adjusted EPS of $1.46, up 54% year over year. Revenue was driven by 32% growth in the commercial aerospace market, 10% growth

in the defense aerospace market, 45% growth in the gas turbines market, and 28% growth in the commercial transportation market.

The Company reported Adjusted EBITDA of $879 million, up 43% year

over year. The year-over-year increase was driven by growth in the commercial aerospace, defense

aerospace, gas turbines, and commercial transportation markets. Adjusted EBITDA margin was up approximately 310 basis points year

over year at 32.5%.

Segment Results

Engine Products

Dollars in Millions

Third Quarter

2026

2025

Change

Third-party sales

$ 1,451

$ 1,087

33 %

Segment adjusted EBITDA

$ 567

$ 362

57 %

Segment adjusted EBITDA margin

39.1 %

33.3 %

580 bps

Depreciation and amortization

$ 41

$ 37

Engine Products reported third quarter 2026 revenue of $1.45

billion, an increase of 33% year over year, driven by growth in the commercial aerospace and gas

turbines markets. Segment Adjusted EBITDA was $567 million, up 57% year over year, driven by growth in the commercial aerospace and gas

turbines markets. The Segment absorbed net headcount of approximately 520 in the quarter in support of expected future revenue

increases. Segment Adjusted EBITDA margin increased approximately 580 basis points year over year to 39.1%.

Fastening Systems

Dollars in Millions

Third Quarter

2026

2025

Change

Third-party sales

$ 630

$ 448

41 %

Segment adjusted EBITDA

$ 185

$ 138

34 %

Segment adjusted EBITDA margin

29.4 %

30.8 %

(140 )bps

Depreciation and amortization

$ 29

$ 12

Fastening Systems reported revenue

of $630 million, an increase of 41% year over year, driven by growth in the commercial aerospace

and defense aerospace markets. Excluding the CAM and Brunner acquisitions, revenue grew 10%. Segment Adjusted EBITDA was $185

million, up 34% year over year, driven by growth in the commercial aerospace and defense aerospace

markets and including contributions from the acquisitions. Segment Adjusted EBITDA margin decreased approximately 140 basis points

year over year to 29.4%, reflecting impact from the CAM acquisition.

Engineered Structures

Dollars in Millions

Third Quarter

2026

2025

Change

Third-party sales

$ 295

$ 307

(4 )%

Segment adjusted EBITDA

$ 70

$ 64

9 %

Segment adjusted EBITDA margin

23.7 %

20.8 %

290 bps

Depreciation and amortization

$ 10

Engineered Structures reported revenue of $295 million, a decrease

of 4% year over year, principally driven by the divestiture of the Savannah disk forging facility.

Excluding the Savannah divestiture, revenue grew 8%. Segment Adjusted EBITDA was

$70 million, up 9% year over year, on the exit of lower-margin business including the divestiture.

Segment Adjusted EBITDA margin increased approximately 290 basis points year over year to 23.7%.

Forged Wheels

Dollars in Millions

Third Quarter

2026

2025

Change

Third-party sales

$ 327

$ 247

32 %

Segment adjusted EBITDA

$ 86

$ 73

18 %

Segment adjusted EBITDA margin

26.3 %

29.6 %

(330 )bps

Depreciation and amortization

$ 11

Forged Wheels reported revenue of $327 million, an increase of 32%

year over year, driven by higher volumes in the commercial transportation market and an increase

in aluminum cost pass through. Segment Adjusted EBITDA was $86 million and increased 18% year over year, driven by favorable volume.

Segment Adjusted EBITDA margin decreased approximately 330 basis points year over year to 26.3%, due to the impact of higher aluminum

cost pass through.

Repurchased $500 Million of Common Stock in Third Quarter 2026;

$1.1B Year To Date

In the third quarter 2026, Howmet Aerospace repurchased $500 million

of common stock at an average price of $264.77 per share, retiring approximately 1.9 million shares. Year

to date through October 28, 2026, the Company has repurchased $1.1 billion

of shares at an average price of $250.72 per share.

Board of Directors Approved a $5 Billion Increase to the Share

Repurchase Program

On October 28, 2026 the Board of Directors authorized an increase

in the Company's share repurchase program by $5 billion, which, together with the remaining authorization of $397 million, results in

authorization to repurchase up to $5.397 billion of the Company's outstanding stock.

Paid Down $60 Million of Debt

In the third quarter 2026, the Company paid down $60 million of borrowings

on its commercial paper program. At the end of the quarter, $390 million of the $1 billion commercial paper program was outstanding.

Quarterly Common Stock Dividend Increases

17% to $0.14 Per Share in Third Quarter 2026

On July 27, 2026,

the Board of Directors declared a dividend of $0.14 per share on its common stock, which

was paid on August 25, 2026. The quarterly dividend represents a

17% increase from the second quarter 2026 dividend of $0.12 per share.

Howmet Aerospace will hold its quarterly conference call at 10:00

AM Eastern Time on Thursday, October 29, 2026. The call will be webcast via www.howmet.com. The press release and presentation materials

will be available at approximately 7:00 AM ET on October 29, via the “Investors” section of the Howmet Aerospace website.

About Howmet Aerospace

Howmet Aerospace Inc., headquartered

in Pittsburgh, Pennsylvania, is a leading global provider of advanced engineered solutions for the aerospace, gas turbine, and transportation

industries. The Company’s primary businesses focus on engine components, fastening systems, and airframe structural components

necessary for mission-critical performance and efficiency, including in aerospace, defense, and gas turbine applications, as well as

forged aluminum wheels for commercial transportation. With approximately 1,200 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,

visit www.howmet.com.

Dissemination of Company Information

Howmet Aerospace intends to make future announcements regarding Company

developments and financial performance through its website at www.howmet.com.

Forward-Looking Statements

This release 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," "points," “poised,” "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 markets; future financial results or operating performance; future strategic actions; Howmet Aerospace's strategies, outlook, and

business and financial prospects; any future dividends, debt issuances, debt reduction and repurchases of its common stock; and statements

regarding any acquisitions, including expected benefits. These statements reflect beliefs and assumptions that are based on 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. Such risks and uncertainties include, but are not limited to: (a) deterioration in global economic and financial

market conditions generally, or unfavorable changes in the markets served by Howmet Aerospace, including due to escalating tariff and

other trade policies and energy costs, and the resulting impacts on Howmet Aerospace’s supply and distribution chains, as well

as on market volatility and global trade generally; (b) the impact of potential cyber attacks and information technology or data

security breaches; (c) the loss of significant customers or adverse changes in customers’ business or financial conditions;

(d) manufacturing difficulties or other issues that impact product performance, quality or safety; (e) inability of suppliers

to meet obligations due to supply chain disruptions or otherwise; (f) failure to attract and retain a qualified workforce and key

personnel, labor disputes or other employee relations issues; (g) the inability to achieve anticipated or targeted financial performance,

operations or competitiveness, or realization of expected benefits from acquisitions, including the effective integration of acquired

businesses; (h) inability to meet increased demand, production targets or commitments; (i) competition from new product offerings,

disruptive technologies or other developments; (j) geopolitical, economic, and regulatory risks relating to Howmet Aerospace’s

global operations, including geopolitical and diplomatic tensions, instabilities, conflicts and wars, as well as compliance with U.S.

and foreign trade and tax laws, sanctions, embargoes and other regulations; (k) the outcome of contingencies, including legal proceedings,

government or regulatory investigations, and environmental remediation; (l) failure to comply with government contracting regulations;

(m) adverse changes in discount rates or investment returns on pension assets; and (n) the other risk factors summarized in

Howmet Aerospace’s Form 10-K for the year ended December 31, 2025 and other reports filed with the U.S. Securities and

Exchange Commission. Market projections are subject to the risks discussed above and other risks in the market. 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 program has no stated expiration, and the Company is not

obligated to repurchase any specific number of shares or to do so at any particular time. The declaration of any future dividends is

subject to the discretion and approval of the Board of Directors after the Board’s consideration of all factors it deems relevant

and subject to applicable law. The Company may modify, suspend, or cancel its share repurchase program or any dividend policy in any

manner and at any time that it may deem necessary or appropriate. Credit ratings are not a recommendation to buy or hold any Howmet Aerospace

securities, and they may be revised or revoked at any time at the sole discretion of the credit rating organizations. The statements

in this release are made as of the date of this release, even if subsequently made available by Howmet Aerospace on its website or otherwise.

Howmet Aerospace 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.

Non-GAAP Financial Measures

Some of the information included in this release 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 in the schedules to this release.

Other Information

In this press release, the acronym “FY” means “full

year”; “Q” means “quarter”; “YoY” means year over year; “Adj.” means adjusted;

Howmet, Howmet Aerospace, or the Company means Howmet Aerospace Inc.; "organic growth" refers to the Company's revenue growth

excluding the impact of acquisitions and divestitures; and references to performance by Howmet Aerospace or its segments as “record”

mean its best result since April 1, 2020 when Howmet Aerospace Inc. (previously named Arconic Inc.) separated from Arconic Corporation.

Howmet Aerospace Inc. and subsidiaries

Statement of Consolidated Operations (unaudited)

(in millions, except per-share amounts)

Quarter

ended

September 30,

2026

June 30,

2026

September 30,

2025

Sales

$ 2,703

$ 2,547

$ 2,089

Cost of goods sold (exclusive of expenses below)

1,700

1,596

1,365

Selling, general administrative, and other expenses

120

148

100

Research and development expenses

Provision for depreciation and amortization

Restructuring and other charges

—

Operating income

777

711

542

Interest expense, net

Other expense, net

Income before income taxes

721

649

495

Provision for income taxes

154

115

110

Net income

$ 567

$ 534

$ 385

Amounts Attributable to Howmet Aerospace Common Shareholders:

Earnings

per share - basic(1):

Net income per share

$ 1.42

$ 1.33

$ 0.96

Average

number of shares(2)(3)

398

400

403

Earnings

per share - diluted(1):

Net income per share

$ 1.42

$ 1.33

$ 0.95

Average

number of shares(2)(3)

400

402

405

Common stock outstanding at the end

of the period

398

400

403

(1) In order to calculate both basic and diluted earnings per

share through December 31, 2025, preferred stock dividends declared of less than $1

for the quarters presented need to be subtracted from Net income.

(2) For the quarters presented, the difference between the diluted

average number of shares and the basic average number of shares relates to share equivalents

associated with outstanding restricted stock unit awards and employee stock options.

(3) As average shares outstanding are used in the calculation

of both basic and diluted earnings per share, the full impact of share repurchases is not

fully realized in earnings per share ("EPS") in the period of repurchase since

share repurchases may occur at varying points during a period.

Howmet Aerospace Inc. and subsidiaries

Consolidated Balance Sheet (unaudited)

(in U.S. dollar millions)

September 30,

2026

December 31,

2025

Assets

Current assets:

Cash and cash equivalents

$ 507

$ 742

Receivables from customers, less allowances

of $— in both 2026 and 2025

1,116

779

Inventories

2,113

1,849

Prepaid expenses

and other current assets

381

409

Total current assets

4,117

3,779

Properties,

plants, and equipment, net

2,912

2,593

Goodwill

5,098

4,022

Deferred income

taxes

Intangibles,

net

855

457

Other

noncurrent assets

250

288

Total assets

$ 13,280

$ 11,179

Liabilities

Current liabilities:

Accounts payable, trade

$ 969

$ 845

Accrued compensation and retirement

costs

373

343

Taxes, including income taxes

Accrued interest payable

Deferred revenue

204

147

Other current liabilities

136

121

Long-term debt due within one year

191

Short-term borrowings

390

—

Total current liabilities

2,215

1,771

Long-term debt,

less amount due within one year

4,052

2,859

Accrued pension

benefits

493

546

Accrued other

postretirement benefits

Other

noncurrent liabilities and deferred credits

725

612

Total liabilities

7,518

5,826

Equity

Howmet Aerospace

shareholders’ equity:

Common stock

398

402

Additional capital

1,438

2,531

Retained earnings

5,621

4,093

Accumulated other

comprehensive loss

(1,695 )

(1,673 )

Total equity

5,762

5,353

Total liabilities

and equity

$ 13,280

$ 11,179

Howmet Aerospace Inc. and subsidiaries

Statement of Consolidated Cash Flows (unaudited)

(in U.S. dollar millions)

Nine months ended

September 30,

2026

2025

Operating

activities

Net

income

$ 1,681

$ 1,136

Adjustments to reconcile net income

to cash provided from operations:

Depreciation and amortization

251

210

Deferred income taxes

Restructuring and other credits

(91 )

(4 )

Net realized and unrealized losses

Net periodic pension cost

Stock-based compensation

Other

Changes in assets and liabilities, excluding effects of acquisitions,

divestitures, and foreign currency translation adjustments:

Increase in receivables

(284 )

(180 )

Increase in inventories

(117 )

(95 )

Increase in prepaid expenses and other

current assets

(40 )

(11 )

Increase in accounts payable, trade

Increase (decrease) in accrued expenses

(2 )

Decrease in taxes, including income

taxes

(23 )

(3 )

Pension contributions

(36 )

(30 )

Increase in noncurrent assets

(8 )

(6 )

Increase in noncurrent

liabilities

Cash provided

from operations

1,745

1,230

Financing

Activities

Net change in

commercial paper

390

—

Additions to

debt

1,200

—

Repurchases

and payments on debt

(186 )

(140 )

Debt issuance

costs

(12 )

—

Repurchases of common stock

(1,100 )

(500 )

Dividends paid

to shareholders

(153 )

(131 )

Taxes paid for

net share settlement of equity awards

(68 )

(45 )

Other

(6 )

(4 )

Cash provided

from (used for) financing activities

(820 )

Investing

Activities

Capital expenditures

(345 )

(329 )

Acquisitions,

net of cash acquired

(1,929 )

—

Proceeds from

the sale of assets and businesses

226

Additions to

investments

—

(9 )

Sale of investments

Cash used

for investing activities

(2,046 )

(316 )

Effect

of exchange rate changes on cash, cash equivalents and restricted cash

Net change in

cash, cash equivalents and restricted cash

(235 )

Cash,

cash equivalents and restricted cash at beginning of period

743

565

Cash, cash

equivalents and restricted cash at end of period

$ 508

$ 660

Howmet Aerospace Inc. and subsidiaries

Segment Information (unaudited)

(in U.S. dollar millions)

1Q25

2Q25

3Q25

4Q25

2025

1Q26

2Q26

3Q26

Engine Products

Third-party sales

974

1,038

1,087

1,143

4,242

1,253

1,373

1,451

Inter-segment sales

Provision for depreciation and amortization

144

Segment Adjusted EBITDA

318

343

362

393

1,416

458

517

567

Segment Adjusted EBITDA Margin

32.6

33.0

33.3

34.4

33.4

36.6

37.7

39.1

Restructuring and other charges

—

Capital expenditures

316

Fastening Systems

Third-party sales

412

431

448

454

1,745

471

589

630

Inter-segment sales

—

Provision for depreciation and amortization

Segment Adjusted EBITDA

127

126

138

139

530

150

177

185

Segment Adjusted EBITDA Margin

30.8

29.2

30.8

30.6

30.4

31.8

30.1

29.4

Restructuring and other charges (credits)

—

)

—

Capital expenditures

Engineered Structures

Third-party sales

304

308

307

1,226

294

269

295

Inter-segment sales

Provision for depreciation and amortization

Segment Adjusted EBITDA

265

Segment Adjusted EBITDA Margin

22.0

22.1

20.8

21.5

21.6

22.4

23.8

23.7

Restructuring and other credits

)

—

)

(93

)

—

)

Capital expenditures

Forged Wheels

Third-party sales

252

276

247

264

1,039

295

316

327

Provision for depreciation and amortization

Segment Adjusted EBITDA

296

Segment Adjusted EBITDA Margin

27.0

27.5

29.6

29.9

28.5

30.5

27.8

26.3

Restructuring and other credits

—

)

—

)

—

Capital expenditures

Differences between the total

segment and consolidated totals are in Corporate.

Howmet Aerospace Inc. and subsidiaries

Calculation of Financial Measures (unaudited)

(in U.S. dollar millions)

Reconciliation

of Total Segment Adjusted EBITDA to Consolidated Operating income

1Q25

2Q25

3Q25

4Q25

2025

1Q26

2Q26

3Q26

Operating income

$ 494

$ 521

$ 542

$ 489

$ 2,046

$ 753

$ 711

$ 777

Segment provision for depreciation and amortization

277

Unallocated amounts:

Restructuring and other (credits) charges

(4 )

—

(93 )

—

Corporate

expense(1)

100

Total Segment Adjusted EBITDA

$ 580

$ 613

$ 637

$ 677

$ 2,507

$ 764

$ 846

$ 908

Total Segment Adjusted

EBITDA is a non-GAAP financial measure. Management believes that this measure is meaningful to investors because Total Segment Adjusted

EBITDA provides additional information with respect to the Company's operating performance and the Company’s ability to meet its

financial obligations. The Total Segment Adjusted EBITDA presented may not be comparable to similarly titled measures of other companies.

Howmet’s definition of Total Segment Adjusted EBITDA is defined as Operating Income excluding Restructuring and other (credits)

charges, Provision for depreciation and amortization, and Special items. Special items, including Restructuring and other (credits) charges,

are excluded from Adjusted EBITDA.

(1) Pre-tax

special items included in Corporate expense

1Q25

2Q25

3Q25

4Q25

2025

1Q26

2Q26

3Q26

Acquisition

and acquisition-related costs(2)

$ —

$ 2

$ 6

$ 22

$ 7

Costs (benefits) associated with closures,

supply chain disruptions, and other items

(1 )

—

Total Pre-tax special items included

in Corporate expense

$ 1

$ (1 )

$ —

$ 3

$ 6

$ 22

$ 7

(2) Interest expense of $1 related to the CAM acquisition financing

in 1Q26.

Howmet Aerospace Inc. and subsidiaries

Calculation of Financial Measures (unaudited), continued

(in U.S. dollars millions)

Reconciliation

of Free cash flow

Quarter

ended

Nine

months ended

1Q26

2Q26

3Q26

Cash provided from operations

$ 453

$ 583

$ 709

$ 1,745

Capital expenditures

(94 )

(104 )

(147 )

(345 )

Free cash flow

$ 359

$ 479

$ 562

$ 1,400

Cash provided from (used for) financing activities

$ 1,226

$ (541 )

$ (620 )

$ 65

Cash provided from (used for) investing activities

$ 14

$ (1,914 )

$ (146 )

$ (2,046 )

The Accounts Receivable Securitization program remains unchanged at

$250 outstanding.

Free cash flow is a non-GAAP financial measure. Management believes

that this measure is 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.

Howmet Aerospace Inc. and subsidiaries

Calculation of Financial Measures (unaudited), continued

(in millions, except per-share amounts)

Reconciliation

of Adjusted Net income

Quarter

ended

Nine months

ended

3Q25

2Q26

3Q26

September 30,

2025

September 30,

2026

Net income

$ 385

$ 534

$ 567

$ 1,136

$ 1,681

Diluted earnings per share ("EPS")

$ 0.95

$ 1.33

$ 1.42

$ 2.79

$ 4.18

Average number of diluted shares

405

402

400

406

402

Special items:

Restructuring

and other charges (credits)(1)

—

(4 )

(91 )

Acquisition

and acquisition-related costs(2)

—

Subtotal: Pre-tax special items

—

(4 )

(55 )

Tax

impact of Pre-tax special items(3)

—

(4 )

(2 )

Subtotal

—

(3 )

(31 )

Discrete

and other tax special items(4)

—

(18 )

(26 )

(38 )

Total: After-tax special items

—

(29 )

(69 )

Adjusted Net income

$ 385

$ 534

$ 584

$ 1,107

$ 1,612

Adjusted EPS

$ 0.95

$ 1.33

$ 1.46

$ 2.72

$ 4.01

Adjusted Net income and Adjusted

EPS 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 (credits), 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 Adjusted Net income and Adjusted EPS.

(1) Restructuring and other credits for the nine months ended

September 30, 2026 included a gain on the sale of the Company's disk forging facility

in Savannah, GA within Engineered Structures.

(2) Includes legal and advisory costs, amortization expense of

inventory step-up recorded in accordance with purchase accounting, and other acquisition-related

costs for CAM and Brunner. Additionally, interest expense of $1 related to the CAM acquisition

financing in 1Q26.

(3) The Tax impact of Pre-tax 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.

(4) Discrete tax items for each period included the following:

· for 3Q25,

a net benefit for other small items ($1);

· for 2Q26,

a benefit to release a valuation allowance related to U.S. foreign tax credits ($22), a benefit

to release a valuation allowance related to U.S. state tax losses ($10), a benefit to release

a tax reserve in Germany ($3), an excess benefit for stock compensation ($1), and a charge

to establish an international withholding tax reserve $16;

· for 3Q26,

a charge related to a foreign pension plan termination $5, a charge for a valuation allowance

related to U.S. foreign tax credits $3, a charge for an international withholding tax reserve

$1, an excess benefit for stock compensation ($2), and a net benefit for other small items

($1);

· for the

nine months ended 3Q25, benefits related to U.S. accounting method changes for certain prior

period transaction and other costs ($17), an excess benefit for stock compensation ($14),

a net benefit related to U.S. federal and state research and development credits claimed

for prior years ($5), a net charge related to the expiration of a tax holiday in China $6,

a charge for a tax reserve established in Germany $2, and a net charge for other small items

$1; and

· for the

nine months ended 3Q26, an excess benefit for stock compensation ($24), a benefit to release

a valuation allowance related to U.S. foreign tax credits ($19), a benefit to release a valuation

allowance related to U.S. state tax losses ($10), a benefit to release a tax reserve in Germany

($3), a net benefit for other small items ($1), a charge to establish an international withholding

tax reserve $17, and a charge related to a foreign pension plan termination $5.

Howmet Aerospace Inc. and subsidiaries

Calculation of Financial Measures (unaudited), continued

(in U.S. dollar millions)

Reconciliation

of Operational tax rate

Quarter

ended

Nine months

ended

3Q26

Effective

tax rate, as

reported

Special

items(1)(2)

Operational

tax rate,

as adjusted

Effective

tax rate,

as reported

Special

items(1)(2)

Operational

tax rate,

as adjusted

Income before income taxes

$ 721

$ 9

$ 730

$ 2,078

$ (55 )

$ 2,023

Provision for income taxes

$ 154

$ (8 )

$ 146

$ 397

$ 14

$ 411

Tax rate

21.4 %

20.0 %

19.1 %

20.3 %

Operational tax rate is a non-GAAP financial measure. Management believes

that this measure is meaningful to investors because management reviews the operating results of the Company excluding the impacts of

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 the Effective tax rate determined under GAAP as well as the Operational tax

rate.

(1) Pre-tax special items for 3Q26 included Acquisition and acquisition-related

costs $7 and Restructuring and other charges $2. Pre-tax special items for the nine months

ended 3Q26 included Restructuring and other credits ($91) and Acquisition and acquisition-related

costs $36.

(2) Tax Special items includes discrete tax items, the tax impact

on Special items based on the applicable statutory rates, the difference between such rates

and the Company’s consolidated estimated annual effective tax rate and other tax related

items. Discrete tax items for each period included the following:

· for the

quarter ended 3Q26, a charge related to a foreign pension plan termination $5, a charge for

a valuation allowance related to U.S. foreign tax credits $3, a charge for an international

withholding tax reserve $1, an excess benefit for stock compensation ($2), and a net benefit

for other small items ($1);

· for the

nine months ended 3Q26, an excess benefit for stock compensation ($24), a benefit to release

a valuation allowance related to U.S. foreign tax credits ($19), a benefit to release a valuation

allowance related to U.S. state tax losses ($10), a benefit to release a tax reserve in Germany

($3), a charge to establish an international withholding tax reserve $17, a charge related

to a foreign pension plan termination $5, and a net benefit for other small items ($1).

Howmet Aerospace Inc. and subsidiaries

Calculation of Financial Measures (unaudited), continued

(in U.S. dollars millions)

Reconciliation

of Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted EBITDA, and Adjusted EBITDA margin

Quarter

ended

Nine months

ended

3Q25

2Q26

3Q26

September 30,

2025

September 30,

2026

Sales

$ 2,089

$ 2,547

$ 2,703

$ 6,084

$ 7,563

Operating income

$ 542

$ 711

$ 777

$ 1,557

$ 2,241

Operating income margin

25.9 %

27.9 %

28.7 %

25.6 %

29.6 %

Operating income

$ 542

$ 711

$ 777

$ 1,557

$ 2,241

Add:

Restructuring and other charges (credits)

$ —

$ 2

(4 )

(91 )

Acquisition

and acquisition-related costs(1)

—

Adjusted operating income

$ 542

$ 733

$ 786

$ 1,553

$ 2,185

Adjusted operating income margin

25.9 %

28.8 %

29.1 %

25.5 %

28.9 %

Provision for

depreciation and amortization

210

251

Adjusted EBITDA

$ 614

$ 817

$ 879

$ 1,763

$ 2,436

Adjusted EBITDA margin

29.4 %

32.1 %

32.5 %

29.0 %

32.2 %

Adjusted operating income and Adjusted operating income margin are

non-GAAP financial measures. Special items, including Restructuring and other charges (credits), are excluded from Adjusted operating

income. Management believes that these measures are meaningful to investors because management reviews the operating results of the Company

excluding the impacts of 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 Operating income and Operating income margin

determined under GAAP as well as Adjusted operating income and Adjusted operating income margin.

Adjusted EBITDA and Adjusted EBITDA margin 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 is defined as Operating

Income excluding Restructuring and other charges (credits), Provision for depreciation and amortization, and Special items. Special items,

including Restructuring and other charges (credits), are excluded from Adjusted EBITDA.

(1) Interest expense of $1 related to the CAM acquisition financing

in 1Q26.

Howmet Aerospace Inc. and subsidiaries

Calculation of Financial Measures (unaudited), continued

(in U.S. dollars millions)

Reconciliation

of Organic Revenue Growth

Quarter

ended

3Q25

3Q26

Sales

Acquisitions

and

Divestitures

Organic

Revenue

Sales

Acquisitions

and

Divestitures

Organic

Revenue

% Change

- Sales

% Change

- Organic

Revenue

Engine Products

$ 1,087

$ —

$ 1,087

$ 1,451

$ —

$ 1,451

33 %

Fastening Systems

$ 448

$ —

$ 448

$ 630

$ 135

$ 495

41 %

10 %

Engineered Structures

$ 307

$ 34

$ 273

$ 295

$ —

$ 295

(4 )%

8 %

Forged Wheels

$ 247

$ —

$ 247

$ 327

$ —

$ 327

32 %

Total

$ 2,089

$ 34

$ 2,055

$ 2,703

$ 135

$ 2,568

29 %

25 %

Organic revenue is a non-GAAP financial measure.

Management believes this measure is meaningful to investors as it presents revenue on a comparable basis for all periods presented excluding

the impact of the acquisitions of CAM (acquired April 2026) and Brunner (acquired February 2026) and the sale of the disk forging

facility in Savannah, GA (divested March 2026). Management believes that it is appropriate to consider both Sales determined under

GAAP as well as Organic Revenue.

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Oct. 29, 2026

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Entity Incorporation, State or Country Code

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