Alcoa Corp 10-K

Item 7. Management’s Discussion and Analysis o f Financial Condition and Results of Operations. (dollars in millions, except per-share amounts, average realized prices, and average cost amounts; metric tons in thousands (kmt); dry metric tons in millions (mdmt)) Forward-Looking Statements This 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 “aims,” “ambition,” “anticipates,” “believes,” “could,” “develop,” “endeavors,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “outlook,” “potential,” “plans,” “projects,” “reach,” “seeks,” “sees,” “should,” “strive,” “targets,” “will,” “working,” “would,” or other words of similar meaning. All statements by Alcoa Corporation that reflect expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, statements regarding forecasts concerning global demand growth for bauxite, alumina, and aluminum, and supply/demand balances; statements, projections or forecasts of future or targeted financial results, or operating performance (including our ability to execute on strategies related to environmental, social and governance matters); statements about strategies, outlook, and business and financial prospects; and statements about capital allocation and return of capital. These statements reflect beliefs and assumptions that are based on Alcoa Corporation’s perception of historical trends, current conditions, and expected future developments, as well as other factors that management believes are appropriate in the circumstances. Forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and changes in circumstances that are difficult to predict. Although Alcoa Corporation 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 and uncertainties. Such risks and uncertainties include, but are not limited to: (a) the impact of global economic conditions on the aluminum industry and aluminum end-use markets; (b) volatility and declines in aluminum and alumina demand and pricing, including global, regional, and product-specific prices, or significant changes in production costs which are linked to LME or other commodities; (c) the disruption of market-driven balancing of global aluminum supply and demand by non-market forces; (d) competitive and complex conditions in global markets; (e) our ability to obtain, maintain, or renew permits or approvals necessary for our mining operations; (f) rising energy costs and interruptions or uncertainty in energy supplies; (g) unfavorable changes in the cost, quality, or availability of raw materials or other key inputs, or by disruptions in the supply chain; (h) economic, political, and social conditions, including the impact of trade policies, tariffs, and adverse industry publicity; (i) legal proceedings, investigations, or changes in foreign and/or U.S. federal, state, or local laws, regulations, or policies; (j) changes in tax laws or exposure to additional tax liabilities; (k) climate change, climate change legislation or regulations, and efforts to reduce emissions and build operational resilience to extreme weather conditions; (l) disruptions in the global economy caused by ongoing regional conflicts; (m) fluctuations in foreign currency exchange rates and interest rates, inflation and other economic factors in the countries in which we operate; (n) global competition within and beyond the aluminum industry; (o) our ability to achieve our strategies or expectations relating to environmental, social, and governance considerations; (p) claims, costs, and liabilities related to health, safety and environmental laws, regulations, and other requirements in the jurisdictions in which we operate; (q) liabilities resulting from impoundment structures, which could impact the environment or cause exposure to hazardous substances or other damage; (r) dilution of the ownership position of the Company’s stockholders, price volatility, and other impacts on the price of Alcoa common stock by the secondary listing of the Alcoa common stock on the Australian Securities Exchange; (s) our ability to obtain or maintain adequate insurance coverage; (t) our ability to execute on our strategy to reduce complexity and optimize our asset portfolio and to realize the anticipated benefits from announced plans, programs, initiatives relating to our portfolio, capital investments, and developing technologies; (u) our ability to integrate and achieve intended results from joint ventures, other strategic alliances, and strategic business transactions; (v) our ability to fund capital expenditures; (w) deterioration in our credit profile or increases in interest rates; (x) impacts on our current and future operations due to our indebtedness; (y) our ability to continue to return capital to our stockholders through the payment of cash dividends and/or the repurchase of our common stock; (z) cyber attacks, security breaches, system failures, software or application vulnerabilities, or other cyber incidents; (aa) labor market conditions, union disputes and other employee relations issues; (bb) a decline in the liability discount rate or lower-than-expected investment returns on pension assets; and (cc) the other risk factors discussed in Part 1 Item 1A of this Form 10-K and other reports filed by Alcoa Corporation with the SEC, including those described in this report. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are made. Alcoa Corporation disclaims any obligation to update publicly any forward-looking statements, whether in response to new information, future events or otherwise, except as required by applicable law. Market projections are subject to the risks described above and other risks in the market. 49 Overview Our Business Alcoa Corporation (Alcoa or the Company) is a vertically integrated aluminum company comprised of bauxite mining, alumina refining, aluminum production (smelting and casting), and energy generation. Aluminum is a commodity that is traded on the London Metal Exchange (LME) and priced daily. Additionally, alumina is subject to market pricing through the Alumina Price Index (API), which is calculated by the Company based on the weighted average of a prior month’s daily spot prices published by the following three indices: CRU Metallurgical Grade Alumina Price, Platts Metals Daily Alumina PAX Price, and FastMarkets Metal Bulletin Non-Ferrous Metals Alumina Index. As a result, the price of both aluminum and alumina is subject to significant volatility and, therefore, influences the operating results of Alcoa Corporation. Through direct and indirect ownership, Alcoa Corporation has 26 operating locations in nine countries around the world, situated primarily in Australia, Brazil, Canada, Iceland, Norway, Spain, and the United States. Governmental policies, laws and regulations, and other economic factors, including inflation and fluctuations in foreign currency exchange rates and interest rates, affect the results of operations in these countries. Business Update During 2024, Alcoa experienced strength in alumina and aluminum pricing and made significant progress on its key operational, commercial, financial, and capital allocation objectives, delivering on strategic actions and operational improvements. Average alumina and aluminum prices increased by 37% and 7%, respectively, with the alumina price reaching an all-time high in the fourth quarter of 2024 driven primarily by supply disruptions. The increase in alumina price outweighed the increase in aluminum price. The alumina and aluminum markets ended 2024 in a volume deficit or balanced, respectively. The cost for energy and raw materials, including carbon products, caustic soda, and other key inputs decreased. Nine of the Company's eleven smelters increased annual production, while the Mosjøen (Norway) smelter, the Warrick (Indiana) smelter, and the Company’s smelters in Canada set annual production records. The Company’s mine operations successfully operated under new mine conditions in Western Australia, which included daily observation of its mining and rehabilitation practices by certain regulators. Commercially, the Company expanded a number of important customer and supplier relationships and invested in growth capital expenditures to enhance value add products to meet its customer demand. The Company delivered changes to improve the financial performance of its operating portfolio. The Alumar (Brazil) smelter steadily improved stability and increased operating capacity to approximately 84 percent at December 31, 2024. The Company announced the curtailment of the Kwinana (Australia) refinery in January 2024 and completed the full curtailment in the second quarter of 2024. Alcoa completed the acquisition of Alumina Limited on August 1, 2024. The acquisition enhances Alcoa’s position as a leading pure play, upstream aluminum company globally, while simplifying the Company’s corporate structure and governance, resulting in greater financial flexibility and strategic optionality. In September 2024, Alcoa announced the sale of its 25.1% interest in the Saudi Arabia joint venture to Ma’aden. This decision aligns with the Company’s ongoing efforts to streamline its operations and is expected to provide Alcoa with enhanced financial flexibility. In October 2024, Alcoa announced that it is progressing toward entering into a strategic partnership with IGNIS Equity Holdings, SL (IGNIS EQT), to support the continued operation of the San Ciprián complex. On January 21, 2025, the Company, the Spanish national and Xunta regional governments, and IGNIS EQT signed a memorandum of understanding that outlines a process for the parties to work cooperatively toward the common objective of improving the long-term outlook for the San Ciprián operations. In November 2024, the Company began de-levering and repaid $385 drawn under the Alumina Limited Revolving Credit Facility, which was assumed in connection with acquisition. 50 Alumina Limited Acquisition On August 1, 2024, Alcoa completed the acquisition of all of the ordinary shares of Alumina Limited (Alumina Shares) through a wholly-owned subsidiary, AAC Investments Australia 2 Pty Ltd. At acquisition, Alumina Limited held a 40% ownership interest in the AWAC joint venture. Under the Scheme Implementation Deed (the Agreement) entered into in March 2024, as amended in May 2024, holders of Alumina Shares received 0.02854 Alcoa CHESS Depositary Interests (CDIs) for each Alumina Share (the Agreed Ratio), except that i) holders of Alumina Shares represented by American Depositary Shares, each of which represented 4 Alumina Shares, received 0.02854 shares of Alcoa common stock and ii) a certain shareholder received, for certain of their Alumina Shares, 0.02854 shares of Alcoa non-voting convertible preferred stock. The Alcoa CDIs are quoted on the Australian Stock Exchange. At closing, Alumina Shares outstanding of 2,760,056,014 and 141,625,403 were exchanged for 78,772,422 and 4,041,989 shares of Alcoa common stock and Alcoa preferred stock, respectively. Based on Alcoa’s closing share price as of July 31, 2024, the Agreed Ratio implied a value of A$1.45 per Alumina Share and aggregate purchase consideration of approximately $2,700 for Alumina Limited. For Alcoa stockholders, the transaction enhances Alcoa’s vertical integration along the value chain across bauxite mining, alumina refining, and aluminum smelting, increases Alcoa’s economic interest in its bauxite and alumina assets, simplifies governance, and reaffirms Alcoa’s commitment to Western Australia. In addition to the implied premium over prior share prices, Alumina Limited shareholders’ ownership is diversified to a large-scale, global upstream aluminum portfolio. The transaction consisted in substance of the acquisition of Alumina Limited’s noncontrolling interest in AWAC ($1,472), the assumption of Alumina Limited’s indebtedness ($385), the recognition of deferred tax assets ($216) primarily related to Alumina Limited’s prior net operating losses and the tax allocation of the fixed asset valuation to individual assets, and the acquisition of cash ($9) and other current liabilities ($1). The transaction was accounted for as an equity transaction where net assets acquired ($1,311) and transaction costs ($32) were reflected as an increase to Additional capital. Net income attributable to noncontrolling interest was recognized through July 31, 2024. In November 2024, Alcoa repaid the full amount ($385) of Alumina Limited's indebtedness and cancelled the agreement. Saudi Arabia Joint Venture On September 15, 2024, Alcoa entered into a share purchase and subscription agreement with Ma’aden, pursuant to which Alcoa agreed to sell its full ownership interest of 25.1% in the Saudi Arabia joint venture, comprised of the Ma’aden Bauxite and Alumina Company and the Ma’aden Aluminium Company, to Ma’aden in exchange for issuance by Ma’aden of approximately 86 million shares and $150 in cash. The implied value of the shares was $950 as of September 12, 2024, based on the volume-weighted average share price of Ma’aden for the previous 30 calendar days. The shares of Ma’aden will be subject to transfer and sale restrictions, including a restriction requiring Alcoa to hold its Ma’aden shares for a minimum of three years, with one-third of the shares becoming transferable after each of the third, fourth, and fifth anniversaries of closing of the transaction (the holding period). During the holding period, Alcoa would be permitted to hedge and borrow against its Ma’aden shares. Under certain circumstances, such minimum holding period would be reduced. The transaction is subject to regulatory approvals, approval by Ma’aden’s shareholders, and other customary closing conditions and is expected to close in the first half of 2025. The carrying value of Alcoa’s investment was $544 as of December 31, 2024. Australia Mine Plan Approvals During 2024, the Company continued to advance mine approvals for the next major Australian mine regions (Myara North and Holyoake), which were referred for accredited assessment by the WA EPA under the Accredited Assessment. Alcoa began the process in 2020, is focused on receiving approval by the first quarter of 2026, and anticipates mining in new regions will commence no earlier than 2027. Until then, the Company expects bauxite quality will remain similar to recent grades. During the third quarter of 2024, the WA EPA set an indicative timeline for the next key step in the approval process, the public comment period, for early 2025. The Company continues work to seek annual endorsement from the Western Australian State Government for its rolling five-year mine plan. Separately, in 2023, a third party referred the Company’s current five-year mine plan to the WA EPA for assessment (Third-Party Referral). This Third-Party Referral remains under assessment, and the public comment period is expected to be in early 2025 in accordance with the WA EPA streamlined process. The Company is committed to working collaboratively with the WA EPA and other stakeholders to achieve the indicative timelines set by the WA EPA. Additionally, the Company is evaluating conditions recommended by the WA EPA in similar accredited assessment processes to address the majority of relevant published conditions in the Company’s Environmental Review Document, which Alcoa will submit as part of the Accredited Assessment prior to the upcoming public comment period. 51 Portfolio Actions Portfolio Review In October 2024, the Company completed its five-year strategic portfolio review to improve cost positioning, or curtail, close, or divest 1.5 million and 4 million metric tons of smelting and refining capacity, respectively. The Company reached approximately 93 percent of its target for smelting capacity with the decision to restart capacity at the Warrick smelter completed in the first quarter 2024, and exceeded its target for refining capacity with the decision to curtail the Kwinana refinery in January 2024. The Company continues to evaluate assets for opportunities for improvement to remain profitable throughout business cycles. Kwinana Refinery In June 2024, Alcoa completed the full curtailment of the Kwinana refinery, as planned, which was announced in January 2024. The Company’s decision to fully curtail the refinery was made based on a variety of factors, including the refinery’s age, scale, operating costs, and current bauxite grades, in addition to market conditions. Prior to the curtailment, the refinery had been operating at approximately 80 percent of its annual nameplate capacity of 2.2 million metric tons since January 2023, when the Company reduced production in response to a domestic natural gas shortage in Western Australia due to production challenges experienced by key gas suppliers. As of March 2024, the refinery had approximately 780 employees and this number was reduced to approximately 250 through the fourth quarter of 2024 to manage certain processes that are expected to continue until about the fourth quarter of 2025. At that time, the employee number will be further reduced to approximately 50. San Ciprián Operations On October 16, 2024, Alcoa announced that it is progressing toward entering into a strategic partnership with IGNIS EQT, the majority shareholder in the IGNIS Group of Companies, a vertically integrated energy company based in Spain, to support the continued operation of the San Ciprián complex. The proposed agreement is conditional upon delivery of key areas of cooperation with San Ciprián’s stakeholders, including the Spanish national government, the Xunta regional government, and San Ciprián employees and workers’ representatives. Key areas include: • Materially higher carbon dioxide compensation support; • Permitting of power generation projects, especially those with existing agreements with San Ciprián; • Support and approval for the bauxite residue area capital project; and, • Flexibility within the February 2023 updated viability agreement, including access to restricted cash for operating needs and deferral or substitution of capital improvement commitments. On January 21, 2025, the Company, the Spanish national and Xunta regional governments, and IGNIS EQT signed a memorandum of understanding that outlines a process for the parties to work cooperatively toward the common objective of improving the long-term outlook for the San Ciprián operations and focuses on the key areas of cooperation (see above). Under the proposed agreement, Alcoa would contribute approximately $78 (€75), and IGNIS EQT would make an initial investment of approximately $26 (€25) to fund the operations. Alcoa would continue as the managing operator of the San Ciprián complex, with IGNIS EQT holding 25 percent ownership. Additionally, up to approximately $104 (€100) would be funded by Alcoa as needed for operations with a priority position in future cash returns. Further funding would require agreement by both partners and would be shared 75 percent by Alcoa and 25 percent by IGNIS EQT. Alcoa has operated the San Ciprián complex for a number of years in a challenging economic environment, primarily due to the high cost of energy. In the first quarter of 2024, Alcoa launched a sale process while also working to identify solutions for the long-term viability of the operations. Despite sharing information with 60 potential investors, no viable bid was made for 100 percent of the San Ciprián complex. The potential partnership with IGNIS EQT emerged as an alternative for San Ciprián in which Alcoa can leverage its expertise in managing global aluminum operations, combined with IGNIS EQT’s strong knowledge of energy markets, to create value via market access and energy management services. The refinery and smelter incurred substantial losses in 2024 and in prior years. As of December 31, 2024, the Spanish entities that own these operations had approximately $25 of available funding with cash on hand (excluding restricted cash to be made available for capital improvements at the site and smelter restart costs). Although aluminum and alumina prices improved during 2024, the San Ciprián complex remains unviable based on current and forward market assumptions for delivered energy in Spain and sales prices. Based on economic conditions as of December 31, 2024, the San Ciprián operations are expected to incur losses in 2025 and barring finalizing a partnership agreement with IGNIS EQT, Alcoa anticipates that available funding will be exhausted near the end of the first quarter of 2025. 52 Warrick Operations During the first quarter of 2024, the Company completed the restart of one potline (54 kmt) at the Warrick smelter in Indiana that began in October 2023, and incurred restart expenses of $3. Other Matters In February 2025, the U.S. government established a 25% tariff on a wide range of goods imported from Canada into the United States to take effect on March 4, 2025. Energy resources from Canada, which appears to include aluminum as it is listed as a critical mineral, will be subject to a lower 10% tariff. In addition, in February 2025, the U.S. government expanded tariffs existing under Section 232 of the Trade Expansion Act of 1962 (Section 232) by raising the aluminum tariffs from 10% to 25%, ending all country exemptions, phasing out specific product exclusions, and terminating all existing general approved exclusions. It is unclear if aluminum imported from Canada after March 12, 2025 will be subject to both the 10% tariffs on energy resources and the 25% Section 232 tariffs. Due to the uncertainty related to the application of the tariffs, Alcoa is unable to reasonably estimate the impact to the Company’s results of operations until clarification is provided by the U.S. government. In March 2024, the Company completed an offering of $750 aggregate principal amount of 7.125 percent senior notes due in 2031. This was the Company’s first notes issuance under its Green Finance Framework, which prioritizes climate change mitigation expenditures related to circular or low carbon products, pollution prevention technologies, renewable energy, and water management. The Company is utilizing the net proceeds to finance and/or refinance, in whole or in part, new and/or existing qualifying projects on a two-year look back that meet certain eligibility criteria within its Green Finance Framework. The net proceeds also support the Company’s cash position and ongoing cash needs, including with respect to its previously announced portfolio actions. The Company does not expect to allocate part of the net proceeds to significant capital investments in breakthrough technologies as those are not expected to occur within the applicable time period. During the first quarter of 2024, the Company initiated and fully deployed a productivity and competitiveness program across its global operations and functions. The program is part of the Company’s objective to improve overall competitiveness and profitability and includes a target to save approximately 5 percent of operating costs, exclusive of raw materials, energy and transportation costs, which are already under active management and cost control programs. Total savings are expected to approximate $100 on a run rate basis and to be achieved by the first quarter of 2025. The Company paid a quarterly cash dividend of $0.10 per share of the Company’s common stock (including common stock underlying CDIs) and Series A convertible preferred stock during 2024, totaling $90. See the below sections for additional details on the above-described actions. Basis of Presentation The Consolidated Financial Statements of Alcoa Corporation are prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). In accordance with GAAP, certain situations require management to make estimates based on judgments and assumptions, which 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 revenues and expenses during the reporting periods. Management uses historical experience and all available information to make these estimates. Management regularly evaluates the judgments and assumptions used in its estimates, and results could differ from those estimates upon future events and their effects or new information. 53 Results of Operations The discussion that follows includes a comparison of our results of operations and liquidity and capital resources for the fiscal years ended December 31, 2024 and 2023. For a comparison of changes for the fiscal years ended December 31, 2023 and 2022, refer to Management’s Discussion and Analysis of Financial Condition and Results of Operation in Part II Item 7 of Alcoa Corporation’s Annual Report on Form 10-K for the year ended December 31, 2023 (filed February 21, 2024). For the year ended December 31, Statement of Operations 2024 2023 Sales $ 11,895 $ 10,551 Cost of goods sold (exclusive of expenses below) 10,044 9,813 Selling, general administrative, and other expenses 275 226 Research and development expenses 57 39 Provision for depreciation, depletion, and amortization 642 632 Restructuring and other charges, net 341 184 Interest expense 156 107 Other expenses, net 91 134 Total costs and expenses 11,606 11,135 Income (loss) before income taxes 289 (584 ) Provision for income taxes 265 189 Net income (loss) 24 (773 ) Less: Net loss attributable to noncontrolling interest (36 ) (122 ) Net income (loss) attributable to Alcoa Corporation $ 60 $ (651 ) Selected Financial Metrics 2024 2023 Diluted income (loss) per share attributable to Alcoa Corporation common shareholders $ 0.26 $ (3.65 ) Third-party shipments of alumina (kmt) 9,005 8,698 Third-party shipments of aluminum (kmt) 2,590 2,491 Average realized price per metric ton of alumina $ 472 $ 358 Average realized price per metric ton of aluminum $ 2,841 $ 2,828 Average Alumina Price Index (API) (1) $ 471 $ 343 Average London Metal Exchange (LME) 15-day lag (2) $ 2,409 $ 2,249 (1) API (Alumina Price Index) is a pricing mechanism that is calculated by the Company based on the weighted average of a prior month’s daily spot prices published by the following three indices: CRU Metallurgical Grade Alumina Price, Platts Metals Daily Alumina PAX Price, and FastMarkets Metal Bulletin Non-Ferrous Metals Alumina Index. (2) LME (London Metal Exchange) is a globally recognized exchange for commodity trading, including aluminum. The LME pricing component represents the underlying base metal component, based on quoted prices for aluminum on the exchange. Annual Comparison Overview Net income (loss) attributable to Alcoa Corporation increased $711 primarily as a result of: • Higher average realized price of alumina and aluminum • Lower equity losses • Favorable energy and raw material costs • Absence of Net income attributable to noncontrolling interest following Alumina Limited acquisition • Favorable mark-to-market results on derivative instruments Partially offset by: • Higher restructuring charges • Unfavorable currency impacts • Higher taxes on higher earnings, partially offset by the absence of a net charge for valuation allowances on certain deferred tax assets in 2023 • Decrease in value add product sales 54 Sales Sales increased $1,344 primarily as a result of: • Higher average realized price of alumina and aluminum • Higher shipments of aluminum and alumina • Increased offtake from an aluminum joint venture supply agreement Partially offset by: • Lower volumes and price from bauxite offtake and supply agreements • Decrease in value add product sales Cost of goods sold Cost of goods sold as a percentage of sales decreased 9% primarily as a result of: • Higher average realized price of alumina and aluminum • Lower energy costs across both segments • Favorable currency impacts • Lower production costs in the Aluminum segment • Favorable raw material costs Partially offset by: • Higher production costs in the Alumina segment Selling, general administrative, and other expenses Selling, general administrative, and other expenses increased $49 primarily as a result of: • Higher labor and variable compensation costs and increased fees for professional services, primarily in support of portfolio transformation Provision for depreciation, depletion, and amortization The Provision for depreciation, depletion, and amortization increased $10 primarily as a result of: • Higher depreciation in Brazil and Australia for mine reclamation and bauxite residue storage asset retirement obligations Partially offset by: • Lower amortization of mine development costs • Lower depreciation due to the absence of write offs of assets for projects no longer being pursued Interest expense Interest expense increased $49 primarily as a result of: • Interest incurred on the $750 7.125% Senior Notes issued in March 2024 • Interest incurred on the Alumina Limited Facility that was assumed on August 1, 2024, until Alcoa repaid outstanding amounts under the Alumina Limited Facility on November 29, 2024 Other expenses, net Other expenses, net was $91 in 2024, compared with $134 in 2023. The favorable change of $43 was primarily a result of: • Decrease in equity losses from the Ma’aden aluminum joint venture primarily due to higher sales volume, higher aluminum prices and the absence of a charge for a utility settlement, partially offset by higher alumina prices • Favorable mark-to-market results on derivative instruments primarily due to higher power prices in the current year • Decrease in equity losses from the Ma’aden bauxite and alumina joint venture primarily due to higher alumina prices and lower production costs • Lower ELYSIS capital contributions, reducing loss recognition Partially offset by: • Unfavorable currency revaluation impacts primarily due to the U.S. dollar strengthening against the Brazilian real in the current year, partially offset by the absence of gains recognized in the prior year due to the U.S. dollar weakening against the Brazilian real 55 Restructuring and other charges, net In 2024, Restructuring and other charges, net of $341 primarily related to: • $287 for the curtailment of the Kwinana refinery • $40 to record additional asset retirement obligations and environmental remediation at previously closed sites • $22 for take-or-pay energy contract costs at a previously closed site • $12 for contract termination costs at the closed Intalco smelter Partially offset by: • $20 due to lower costs for environmental remediation and asset retirement obligations at the Intalco smelter and a previously closed site In 2023, Restructuring and other charges, net of $184 primarily related to: • $101 for the permanent closure of the previously curtailed Intalco aluminum smelter • $53 related to the updated viability agreement for the San Ciprián aluminum smelter • $21 for the settlement of certain pension benefits • $15 to record net additional environmental remediation and asset retirement obligations at previously closed sites • $11 for employee termination and severance costs, primarily related to Kwinana refinery productivity program Partially offset by: • $19 for the sale of unused carbon credits at a previously closed site Provision for income taxes The Provision for income taxes in 2024 was $265 on income before taxes of $289 or 91.7%. In comparison, the 2023 Provision for income taxes was $189 on a loss before taxes of $(584) or (32.4)%. The increase in tax expense of $76 is primarily attributable to higher income in the jurisdictions where taxes are paid. Additionally, tax expense in 2023 included a charge of $152 to record a full valuation allowance against the deferred tax assets of Alcoa World Alumina Brasil Ltda. (AWAB), partially offset by the full reversal of the valuation allowance of $58 recorded against the deferred tax assets of the Company’s subsidiaries in Iceland. In December 2023, Alcoa recorded a valuation allowance of $154 against the net deferred tax assets of AWAB, of which $106 related to the balance as of December 31, 2022. The 2023 full valuation allowance was a result of AWAB’s three-year cumulative loss position for the period ended December 31, 2023. The majority of AWAB’s net deferred tax assets relate to prior net operating losses; the loss carryforwards are not subject to an expiration period. If AWAB continues to demonstrate sustained profitability management may conclude that AWAB’s deferred tax assets may be realized, resulting in a future reversal of the valuation allowance, generating a non-cash benefit in the period recorded. AWAB’s net deferred tax assets, excluding the valuation allowance, were $116 as of December 31, 2024. The Company’s subsidiaries in Iceland had a full valuation allowance recorded against deferred tax assets, which was established in 2015 and 2017, as the Company believed it was more likely than not that these tax benefits would not be realized. During 2023, after considering all positive and negative evidence, including the expectation that the jurisdiction will remain in a three-year cumulative income position, the Company determined that it is more likely than not that the net deferred tax assets will be realized. Based on this conclusion, the Company reversed the valuation allowance totaling $58 during 2023, generating a non-cash benefit from income taxes. Noncontrolling interest Net loss attributable to noncontrolling interest was $(36) in 2024 compared with $(122) in 2023. These amounts are entirely related to Alumina Limited’s 40% ownership interest in several affiliated operating entities prior to Alcoa’s acquisition of Alumina Limited on August 1, 2024. Net loss attributable to noncontrolling interest in 2024 was driven by restructuring costs partially offset by favorable average realized price of alumina. Net loss attributable to noncontrolling interest in 2023 reflects unfavorable production and raw material costs, unfavorable average realized price of alumina and equity losses from the Ma’aden bauxite and alumina joint venture. 56 Segment Information Alcoa Corporation is a producer of bauxite, alumina, and aluminum products. The Company has two operating and reportable segments: (i) Alumina and (ii) Aluminum. The primary measure of performance is Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) for each segment. The Company calculates Segment Adjusted EBITDA as Total sales (third-party and intersegment) minus the following items: Cost of goods sold; Selling, general administrative, and other expenses; and Research and development expenses. Alcoa Corporation’s Segment Adjusted EBITDA may not be comparable to similarly titled measures of other companies. The Chief Operating Decision Maker regularly reviews Segment Adjusted EBITDA to assess performance and allocate resources. Segment Adjusted EBITDA totaled $2,065 in 2024 and $734 in 2023. The following information provides production, shipments, sales, Segment Adjusted EBITDA, and Adjusted operating costs data for each reportable segment, as well as certain realized price and average cost data, for each of the two years in the period ended December 31, 2024. Alum ina 2024 2023 Bauxite production (mdmt) 38.3 41.0 Third-party bauxite shipments (mdmt) 6.4 7.6 Alumina production (kmt) 10,034 10,908 Third-party alumina shipments (kmt) 9,005 8,698 Intersegment alumina shipments (kmt) 4,194 4,125 Produced alumina shipments (kmt) 10,050 11,072 Third-party bauxite sales $ 381 $ 484 Third-party alumina sales 4,281 3,129 Total segment third-party sales $ 4,662 $ 3,613 Intersegment alumina sales 2,263 1,648 Total sales $ 6,925 $ 5,261 Adjusted operating costs 3,110 3,487 Other segment items 2,407 1,501 Segment Adjusted EBITDA $ 1,408 $ 273 Average realized third-party price per metric ton of alumina $ 472 $ 358 Adjusted operating cost per metric ton of produced alumina shipped $ 309 $ 315 In the above table, total alumina shipments include metric tons that were not produced by the Alumina segment. Such alumina was purchased to satisfy certain customer commitments. The Alumina segment bears the risk of loss of the purchased alumina until control of the product has been transferred to this segment’s customers. Adjusted operating costs include all production related costs for alumina produced and shipped: raw materials consumed; conversion costs, such as labor, materials, and utilities; and plant administrative expenses. Other segment items include costs associated with trading activity, the purchase of bauxite from offtake or other supply agreements, and commercial shipping services; other direct and non-production related charges; Selling, general administrative, and other expenses; and Research and development expenses. 57 Overview. This segment represents the Company’s global bauxite mining operations and worldwide refining system, which processes bauxite into alumina. A portion of this segment’s bauxite production represents the offtake from an equity method investment in Guinea, as well as Alcoa’s share of bauxite production related to an equity investment in Saudi Arabia. Bauxite mined is primarily used internally within the Alumina segment; a portion of the bauxite is sold to external customers. Bauxite sales to third-parties are conducted on a contract basis. The alumina produced by this segment is sold primarily to internal and external aluminum smelter customers; a portion of the alumina is sold to external customers who process it into industrial chemical products. Approximately two-thirds of the production of alumina is sold under supply contracts to third parties worldwide, while the remainder is used internally by the Aluminum segment. Alumina produced by this segment and used internally is transferred to the Aluminum segment at prevailing market prices. A portion of this segment’s third-party sales are completed through alumina traders. Generally, this segment’s sales are transacted in U.S. dollars while costs and expenses are transacted in the local currency of the respective operations, which are the Australian dollar, the Brazilian real, and the euro. Most of the operations that comprise the Alumina segment are part of AWAC, which is now wholly-owned by Alcoa (see Noncontrolling Interest above). This segment also includes Alcoa’s 25.1% ownership interest in the mining and refining joint venture company in Saudi Arabia. In the third quarter of 2024, Alcoa entered into a share purchase and subscription agreement with Ma’aden, pursuant to which Alcoa agreed to sell its full ownership interest of 25.1% in the Saudi Arabia joint venture to Ma’aden in exchange for issuance by Ma’aden of approximately 86 million shares and $150 in cash. Business Update. The average API of $471 per metric ton trended favorably compared to 2023 reflecting a 37% year over year increase. The majority of third-party alumina sales are linked to the API and the favorable price trend has resulted in strong results for the segment. During 2024, the Alumina segment experienced favorable raw material costs compared to 2023, partially offset by higher production costs primarily due to operating the Australian refineries with lower grade bauxite. Alumina production decreased 8% in 2024 compared to 2023 primarily due to the full curtailment of the Kwinana refinery in the second quarter of 2024 and reduced production at the Australia refineries due to lower grade bauxite, partially offset by increased production at the Alumar refinery due to the absence of unplanned equipment maintenance and increased operating levels at the San Ciprián refinery in 2024. Kwinana Refinery In June 2024, Alcoa completed the full curtailment of the Kwinana refinery, as planned, which was announced in January 2024. As of March 2024, the refinery had approximately 780 employees and this number was reduced to approximately 250 through the fourth quarter of 2024 to manage certain processes that are expected to continue until about the fourth quarter of 2025. At that time, the employee number will be further reduced to approximately 50. In addition to the employees separating as a result of the curtailment, approximately 290 employees have terminated through the productivity program announced in the third quarter of 2023 or redeployed to other Alcoa operations. In 2024, Alcoa recorded restructuring charges, net of $287 related to the curtailment of the refinery including $220 for water management costs, $41 for employee related costs, $12 for take-or-pay contracts, $9 for asset retirement obligations, and $5 for asset impairments. Related cash outlays of approximately $300 (which includes existing employee related liabilities and asset retirement obligations) are expected through 2025, with $146 spent in 2024. Capacity. At December 31, 2024, the Alumina segment had a base refining capacity of 13,843 kmt with 3,204 kmt of curtailed capacity. In the second quarter of 2024, curtailed capacity increased 1,752 kmt due to the full curtailment of the Kwinana refinery (see above). 58 Annual Comparison Production Alumina production decreased 8% primarily as a result of: • Full curtailment of the Kwinana refinery in June 2024 • Reduced production at the Australia refineries due to lower bauxite grade Partially offset by: • Increased production at the Alumar refinery due to decreased equipment maintenance • Increased production at the San Ciprián refinery as the refinery was operating at 50 percent capacity in 2024 and 30 to 50 percent capacity in 2023 Third-party sales Third-party sales increased $1,049 primarily as a result of: • Higher average realized price of $114/ton principally driven by a higher average API • Higher shipments of alumina primarily due to increased sales of externally sourced alumina to satisfy certain customer commitments and increased trading activity • Favorable currency impacts Partially offset by: • Lower volumes and price from bauxite offtake and supply agreements primarily caused by the shift to intrasegment sales due to higher production at the San Ciprián refinery Intersegment sales Intersegment sales increased $615 primarily as a result of: • Higher average API on sales to the Aluminum segment • Higher alumina shipments primarily due to the Alumar smelter and Warrick smelter restarts Segment Adjusted EBITDA Segment Adjusted EBITDA increased $1,135 primarily as a result of: • Higher average realized price • Favorable raw material costs primarily on lower prices for caustic soda • Favorable currency impacts • Lower energy costs primarily due to favorable natural gas prices Partially offset by: • Higher production costs primarily related to operating certain of the Australia refineries with lower grade bauxite • Write down of certain inventories to their net realizable value Forward Look. The Alumina segment is expected to produce between 9.5 to 9.7 million metric tons of alumina in 2025, a decrease from 2024 due to the curtailment of the Kwinana refinery. In 2025, alumina shipments are expected to be between 13.1 and 13.3 million metric tons, consistent with 2024. The difference between production and shipments reflects trading volumes and externally sourced alumina to fulfill customer contracts due to the curtailment of the Kwinana refinery. Further, in 2025, the Alumina segment expects higher raw material and energy costs to be partially offset by increased sales from bauxite offtake and supply agreements. 59 Alumi num 2024 2023 Aluminum production (kmt) 2,215 2,114 Total aluminum shipments (kmt) 2,590 2,491 Produced aluminum shipments (kmt) 2,277 2,166 Third-party aluminum sales $ 7,359 $ 7,045 Other (1) (129 ) (120 ) Total segment third-party sales $ 7,230 $ 6,925 Intersegment sales 16 15 Total sales $ 7,246 $ 6,940 Adjusted operating costs 5,488 5,281 Other segment items 1,101 1,198 Segment Adjusted EBITDA $ 657 $ 461 Average realized third-party price per metric ton of aluminum $ 2,841 $ 2,828 Adjusted operating cost per metric ton of produced aluminum shipped $ 2,410 $ 2,438 (1) Other includes third-party sales of energy, as well as realized gains and losses related to embedded derivative instruments designated as cash flow hedges of forward sales of aluminum. In the above table, total aluminum third-party shipments include metric tons that were not produced by the Aluminum segment. Such aluminum was purchased by this segment to satisfy certain customer commitments. The Aluminum segment bears the risk of loss of the purchased aluminum until control of the product has been transferred to this segment’s customer. Additionally, Total shipments include offtake from a joint venture supply agreement. The average realized third-party price per metric ton of aluminum includes three elements: a) the underlying base metal component, based on quoted prices from the LME; b) the regional premium, which represents the incremental price over the base LME component that is associated with the physical delivery of metal to a particular region (e.g., the Midwest premium for metal sold in the United States); and c) the product premium, which represents the incremental price for receiving physical metal in a particular shape (e.g., billet, slab, rod, etc.) or alloy. Adjusted operating costs include all production related costs for aluminum produced and shipped: raw materials consumed; conversion costs, such as labor, materials, and utilities; and plant administrative expenses. Other segment items include costs associated with trading activity and energy assets; other direct and non-production related charges; Selling, general administrative, and other expenses; and Research and development expenses. Overview. This segment consists of the Company’s (i) worldwide smelting and casthouse system, which processes alumina into primary aluminum, and the (ii) portfolio of energy assets in Brazil, Canada, and the United States. Aluminum’s combined smelting and casting operations produce primary aluminum products, virtually all of which are sold to external customers and traders. The smelting operations produce molten primary aluminum, which is then formed by the casting operations into either common alloy ingot (e.g., t-bar, sow, standard ingot) or into value add ingot products (e.g., foundry, billet, rod, and slab). A variety of external customers purchase the primary aluminum products for use in fabrication operations, which produce products primarily for the transportation, building and construction, packaging, wire, and other industrial markets. Results from the sale of aluminum powder and scrap are also included in this segment, as well as the impacts of embedded aluminum derivatives related to energy supply contracts. The energy assets supply power to external customers in Brazil and, to a lesser extent, in the United States, as well as internal customers in the Aluminum (Canadian smelters and Warrick (Indiana) smelter) and Alumina segments (Brazilian refineries). Generally, this segment’s aluminum sales are transacted in U.S. dollars while costs and expenses of this segment are transacted in the local currency of the respective operations, which are the U.S. dollar, the euro, the Norwegian krone, the Icelandic króna, the Canadian dollar, the Brazilian real, and the Australian dollar. This segment also includes Alcoa Corporation’s 25.1% ownership interest in the smelting joint venture company in Saudi Arabia. In the third quarter of 2024, Alcoa entered into a share purchase and subscription agreement with Ma’aden, pursuant to which Alcoa agreed to sell its full ownership interest of 25.1% in the Saudi Arabia joint venture to Ma’aden in exchange for issuance by Ma’aden of approximately 86 million shares and $150 in cash. 60 Business Update. Aluminum prices increased 7 percent year over year with LME prices on a 15-day lag averaging $2,409 per metric ton in 2024. During 2024, the Aluminum segment experienced favorable raw material costs for carbon materials that was more than offset by higher average alumina input costs. During 2024, the Company maintained the controlled pace for the restart of the Alumar smelter and continued actions to improve the smelter’s overall performance. The restart resumed in the second quarter after the smelter experienced operational instability in the first quarter of 2024. The site was operating at approximately 84 percent of the site’s total annual capacity of 268 kmt (Alcoa share) as of December 31, 2024. In the fourth quarter of 2024, the Company completed the restart of 16 kmt of previously curtailed capacity at the Portland smelter in Australia that began in the fourth quarter of 2023. The site was operating at approximately 83 percent of the site’s total annual capacity of 197 kmt (Alcoa share) as of December 31, 2024. In October 2024, the U.S. Treasury Department issued final regulations on the Section 45X of the Advanced Manufacturing Tax Credit, enacted as part of the Inflation Reduction Act (IRA Section 45X), which further clarified that some direct and indirect material costs can qualify for the credit. In the fourth quarter of 2024, the Company recorded the full year 2023 and 2024 benefit of $30 for the Massena West and Warrick smelters in Cost of goods sold related to this clarification. In March 2024, Alcoa completed the restart of approximately 54 kmt of capacity at the Warrick smelter in Indiana that began in October 2023. Alcoa incurred restart expenses of $3 during the first quarter of 2024. San Ciprián Smelter In March 2024, Alcoa completed the restart of approximately 6 percent of total pots at the San Ciprián smelter as required by the February 2023 updated viability agreement. The Company incurred restart expenses of $5 in 2024. In connection with the December 2021 agreement and the February 2023 updated viability agreement, the Company has restricted cash of $86 remaining at December 31, 2024, of which $10 was released in February 2025 for 2024 expenditures, and the remaining $76 is available for capital improvements at the site and smelter restart costs. Capacity. At December 31, 2024, the Aluminum segment had 374 kmt of idle smelting capacity on a base capacity of 2,645 kmt, a decrease from 2023 of 91 kmt in idle capacity primarily due to the Alumar, Warrick, San Ciprián, and Portland smelter restarts (see above). Annual Comparison Production Production increased 5% primarily as a result of: • Warrick smelter and Alumar smelter restarts Third-party sales Third-party sales increased $305 primarily as a result of: • Higher shipments primarily due to the Alumar smelter and Warrick smelter restarts • Increased offtake from a joint venture supply agreement • Higher average realized price of $13/ton driven by a higher average LME (on a 15-day lag) partially offset by lower regional premiums and the absence of gains from the Alumar smelter restart hedge program which ended in December 2023 • Higher pricing at the Brazil hydro-electric facilities Partially offset by: • Lower trading activities • Decrease in value add product sales due to lower product premiums in Europe and North America • Unfavorable currency impacts 61 Segment Adjusted EBITDA Segment Adjusted EBITDA increased $196 primarily as a result of: • Higher average realized price • Lower energy costs, primarily in Brazil • Higher pricing at the Brazil hydro-electric facilities • Lower production costs primarily due to efficiencies at higher production rates Partially offset by: • Unfavorable raw material costs primarily on higher average alumina input costs, partially offset by lower market prices for carbon materials • Decrease in value add product sales Forward Look. Alcoa expects aluminum production to range between 2.3 and 2.5 million metric tons and aluminum shipments to range between 2.6 and 2.8 million metric tons in 2025. The increase in production and shipments in 2025 is due to smelter restarts. Additionally, the Company engages in trading activity when favorable market conditions allow. Availability of trading opportunities in 2025 may impact the Company’s shipment projection. Further, in 2025, the Aluminum segment expects lower raw material costs will offset the absence of Ma’aden metal offtake, as expected with the announced sale of the Saudi Arabia joint venture, and certain lower product premiums. The segment also expects higher production costs with the absence of the IRA Section 45X benefit for 2023 recorded in 2024. Reconciliations of Certain Segment Information Reconciliation of Total Segment Third-Party Sales to Consolidated Sales 2024 2023 Alumina $ 4,662 $ 3,613 Aluminum 7,230 6,925 Total segment third-party sales $ 11,892 $ 10,538 Other 3 13 Consolidated sales $ 11,895 $ 10,551 Reconciliation of Total Segment Adjusted EBITDA to Consolidated Net Income (Loss) Attributable to Alcoa Corporation 2024 2023 Total Segment Adjusted EBITDA $ 2,065 $ 734 Unallocated amounts: Transformation (1) (62 ) (80 ) Intersegment eliminations (231 ) 7 Corporate expenses (2) (160 ) (133 ) Provision for depreciation, depletion, and amortization (642 ) (632 ) Restructuring and other charges, net (341 ) (184 ) Interest expense (156 ) (107 ) Other expenses, net (91 ) (134 ) Other (3) (93 ) (55 ) Consolidated income (loss) before income taxes 289 (584 ) Provision for income taxes (265 ) (189 ) Net loss attributable to noncontrolling interest 36 122 Consolidated net income (loss) attributable to Alcoa Corporation $ 60 $ (651 ) (1) Transformation includes, among other items, the Adjusted EBITDA of previously closed operations. (2) Corporate expenses are composed of general administrative and other expenses of operating the corporate headquarters and other global administrative facilities, as well as research and development expenses of the corporate technical center. (3) Other includes certain items that are not included in the Adjusted EBITDA of the reportable segments. 62 Environmental Matters See Part II Item 8 of this Form 10-K in Note S to the Consolidated Financial Statements under caption Contingencies—Environmental Matters. Liquidity and Capital Resources Alcoa Corporation’s primary future cash flows are centered on operating activities, particularly working capital, as well as capital expenditures and capital returns. Alcoa’s ability to fund its cash needs depends on the Company’s ongoing ability to generate and raise cash in the future. In 2024, the Company generated higher profitability due to higher prices for alumina and aluminum and lower raw material and energy costs, partially offset by higher restructuring charges. The strong financial results allowed the Company to maintain a strong balance sheet, including a strong cash position. Additionally, the Company successfully completed the following actions: • Issued $750 of 7.125% Senior Notes due 2031 under the Company's new Green Finance Framework; • Funded $580 in capital expenditures to sustain and grow our operations; • Voluntarily repaid the $385 drawn under the Alumina Limited Revolving Credit Facility and cancelled the outstanding lender tranche commitments, effectively terminating the facility ; and, • Returned capital to stockholders of $90. In each quarter of 2024, the Board of Directors declared and paid a quarterly cash dividend of $0.10 per share of the Company’s stock (including newly issued shares for the acquisition of Alumina Limited). Management believes that the Company’s cash on hand, projected cash flows, and liquidity options, combined with its strategic actions, will be adequate to fund its short-term (at least 12 months) and long-term operating and investing needs. Further, the Company has flexibility related to its use of cash; the Company has no significant debt maturities until 2027 and no significant cash contribution requirements related to its pension plan obligations (see Material Cash Requirements below for more information). Although management believes that Alcoa’s projected cash flows and other liquidity options will provide adequate resources to fund operating and investing needs, the Company’s access to, and the availability of, financing on acceptable terms in the future will be affected by many factors, including: (i) Alcoa Corporation’s credit rating; (ii) the liquidity of the overall capital markets; (iii) the current state of the economy and commodity markets, and (iv) short- and long-term debt ratings. There can be no assurances that the Company will continue to have access to capital markets on terms acceptable to Alcoa Corporation. Changes in market conditions caused by U.S., global, or macroeconomic events, such as ongoing regional conflicts, high inflation, and changing U.S. or global monetary policies could have adverse effects on Alcoa’s ability to obtain additional financing and cost of borrowing. Inability to generate sufficient earnings could impact the Company’s ability to meet the financial covenants in our outstanding debt and revolving credit facility agreements and limit our ability to access these sources of liquidity or refinance or renegotiate our outstanding debt or credit agreements on terms acceptable to the Company. Additionally, the impact on market conditions from such events could adversely affect the liquidity of Alcoa’s customers, suppliers, and joint venture partners and equity method investments, which could negatively impact the collectability of outstanding receivables and our cash flows. At December 31, 2024, the Company’s cash and cash equivalents were $1,138, of which $948 was held outside the United States. Alcoa Corporation has a number of commitments and obligations related to the Company’s operations in various foreign jurisdictions, resulting in the need for cash outside the United States. Alcoa Corporation continuously evaluates its local and global cash needs for future business operations, which may influence future repatriation decisions. See Part II Item 8 of this Form 10-K in Note Q to the Consolidated Financial Statements for additional information related to undistributed net earnings. Cash from Operations Cash provided from operations was $622 in 2024 compared with $91 in 2023. Notable changes to the sources and (uses) of cash include: • $954 favorable change in net income, excluding the impacts from restructuring charges, primarily due to higher alumina and aluminum pricing and lower raw material and energy costs; • $168 less income taxes paid on prior year earnings, as well as on lower current year earnings in the jurisdictions where taxes are paid; and, • ($525) in certain working capital accounts, primarily an increase in receivables in 2024 due to higher sales, a decrease in inventories in 2023 primarily on raw material prices, partially offset by an increase in accounts payable in 2024 due to higher alumina trading payables. 63 In the third quarter of 2020, AofA paid approximately $74 (A$107) to the ATO related to the tax dispute described in Note S to the Consolidated Financial Statements in Part II Item 8 of this Form 10-K. Upon payment, AofA recorded a noncurrent prepaid tax asset, as the Company continues to believe it is more likely than not that AofA’s tax position will be sustained and therefore is not recognizing any tax expense in relation to this matter. In accordance with Australian tax laws, the initial interest assessment and additional interest are deductible against AofA’s taxable income. AofA applied this deduction beginning in the third quarter of 2020, reducing cash tax payments. Interest compounded in future years is also deductible against AofA’s income in future periods. If AofA is ultimately successful, the interest deduction would become taxable as income in the year the dispute is resolved. In addition, should the ATO decide in the interim to reduce any interest already assessed, the reduction would be taxable as income at that point in time. During 2024, AofA continued to record its tax provision and tax liability without effect of the ATO assessment, since it expects to prevail. The tax payable related to deductions of interest on the assessment will remain on AofA’s balance sheet as a noncurrent liability, increased by the tax effect of subsequent periods’ interest deductions, until dispute resolution. At December 31, 2024 and December 31, 2023, the noncurrent liability resulting from the cumulative interest deductions was approximately $206 (A$332) and $199 (A$293), respectively. The Company utilizes a Receivables Purchase Agreement facility to sell up to $150 of certain receivables through a special purpose entity (SPE) to a financial institution on a revolving basis. Alcoa Corporation guarantees the performance obligations of the Company subsidiaries, and unsold customer receivables are pledged as collateral to the financial institution to secure the sold receivables. At December 31, 2024 and December 31, 2023, the SPE held unsold customer receivables of $247 and $104, respectively, pledged as collateral against the sold receivables. The Company continues to service the customer receivables that were transferred to the financial institution. As Alcoa collects customer payments, the SPE transfers additional receivables to the financial institution rather than remitting cash. In 2024, the Company sold gross customer receivables of $1,186, and reinvested collections of $1,170 from previously sold receivables, resulting in net cash proceeds from the financial institution of $16. In 2023, the Company sold gross customer receivables of $591, and reinvested collections of $477 from previously sold receivables, resulting in net cash proceeds from the financial institution of $114. Cash collections from previously sold receivables yet to be reinvested of $50 and $99 were included in Accounts payable, trade on the accompanying Consolidated Balance Sheet as of December 31, 2024 and 2023, respectively. Cash received from sold receivables under the agreement are presented within operating activities in the Statement of Consolidated Cash Flows. See Part II Item 8 of this Form 10-K in Note I to the Consolidated Financial Statements for additional information related to this facility. Financing Activities Cash provided from financing activities was $201 in 2024 compared with $57 in 2023. The source of cash in 2024 was primarily $737 of net proceeds from the bond issuance (see below), partially offset by $385 for the repayment of the Alumina Limited debt (see below), and $90 of dividends paid on stock. The source of cash in 2023 was primarily $158 of net contributions from Alumina Limited (see Noncontrolling interest above) and $55 primarily related to the net issuance of short-term borrowings (see below), partially offset by $72 of dividends paid, $52 in financial contributions primarily related to the sale of the Warrick Rolling Mill, and $34 for payments related to tax withholding on stock-based compensation awards. Credit Facilities. Revolving Credit Facility The Company and Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of Alcoa Corporation and the borrower, have a $1,250 revolving credit and letter of credit facility in place for working capital and/or other general corporate purposes (the Revolving Credit Facility). The Revolving Credit Facility, established in September 2016, most recently amended and restated in June 2022 and amended in January 2024, is scheduled to mature in June 2027. Subject to the terms and conditions under the Revolving Credit Facility, the Company or ANHBV may borrow funds or issue letters of credit. Further, the Revolving Credit Facility contains financial covenants and customary affirmative and negative covenants (applicable to Alcoa Corporation and certain subsidiaries described as restricted), that, subject to certain exceptions, include limitations on (among other things): indebtedness, liens, investments, sales of assets, restricted payments, entering into restrictive agreements, a covenant prohibiting reductions in the ownership of AWAC entities, and certain other specified restricted subsidiaries of Alcoa Corporation, below an agreed level. The Revolving Credit Facility also contains customary events of default, including failure to make payments under the Revolving Credit Facility, cross-default and cross-judgment default, and certain bankruptcy and insolvency events. 64 On January 17, 2024, Alcoa Corporation, ANHBV, and certain subsidiaries of the Company entered into Amendment No. 1 (Amendment No. 1) to the Revolving Credit Facility (Amended Revolving Credit Facility). The Amended Revolving Credit Facility provides additional flexibility to the Company and the Borrower by temporarily (i) reducing the minimum interest coverage ratio required thereunder from 4.00 to 1.00 to 3.00 to 1.00 and (ii) providing for a maximum addback for cash restructuring charges in Consolidated EBITDA (as defined in the Revolving Credit Facility) of $450, in each case for the 2024 fiscal year. As of January 1, 2025, the minimum interest coverage ratio requirement reverted to 4.00 to 1.00 and the maximum addback for cash restructuring charges in Consolidated EBITDA reverted to 15% of Consolidated EBITDA. The requirement that the Company maintain a debt to capitalization ratio not to exceed .60 to 1.00 was not changed by Amendment No. 1. In connection with Amendment No. 1, the Company also agreed to provide collateral for its obligations under the Amended Revolving Credit Facility, which requires it to execute all security documents to re-secure collateral under the Amended Revolving Credit Facility by, subject to certain exceptions, a first priority security interest in substantially all assets of the Company, the Borrower, the material domestic wholly-owned subsidiaries of the Company, and the material foreign wholly-owned subsidiaries of the Company located in Australia, Brazil, Canada, Luxembourg, the Netherlands, Norway, and Switzerland including equity interests of certain subsidiaries that directly hold equity interests in AWAC entities. After January 1, 2025, the Company may obtain a release of the collateral if the Company or the Borrower (as applicable) (i) has at least two of the following three designated ratings: (x) Baa3 from Moody’s Investor Service (Moody’s), (y) BBB- from Standard and Poor’s (S&P) Global Ratings and (z) BBB- from Fitch Ratings and (ii) does not have any designated rating lower than: (x) Ba1 from Moody’s, (y) BB+ from S&P Global Ratings and (z) BB+ from Fitch Ratings. The Amended Revolving Credit Facility contains customary affirmative covenants, negative covenants, and events of default substantially comparable to the Revolving Credit Facility (other than those that are described above and other minor changes). The representations, warranties and covenants contained in the Amended Revolving Credit Facility were made only for purposes of Amendment No. 1 and as of specific dates and were solely for the benefit of the parties to the Amended Revolving Credit Facility. As of December 31, 2024, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the Revolving Credit Facility. There were no borrowings outstanding at December 31, 2024 and 2023, and no amounts were borrowed during 2024 and 2023 under the Revolving Credit Facility. Japanese Yen Revolving Credit Facility In April 2023, the Company entered into a one-year unsecured revolving credit facility for $250 (available to be drawn in Japanese yen) (the Japanese Yen Revolving Credit Facility). Subject to the terms and conditions under the facility, the Company or ANHBV may borrow funds. The facility included covenants that are substantially the same as those included in the Revolving Credit Facility. On January 17, 2024, Alcoa Corporation and ANHBV, entered into Amendment No. 1 to the Japanese Yen Revolving Credit Facility (Amended Japanese Yen Revolving Credit Facility) which contains changes that are substantially the same as those included in the Amended Revolving Credit Facility (as described above). Also in connection with this amendment, the Company agreed to provide collateral for its obligations with the same conditions as the Amended Revolving Credit Facility. On April 26, 2024, the Company entered into an amendment extending the maturity of the Japanese Revolving Credit Facility to April 2025. As of December 31, 2024, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the facility. There were no borrowings outstanding at December 31, 2024 and 2023. During 2024, $201 (29,686 JPY) was borrowed and $196 (29,686 JPY) was repaid. During 2023, $10 (1,495 JPY) was borrowed and repaid. Alumina Limited Revolving Credit Facility In connection with the acquisition of Alumina Limited (see Note C), the Company assumed $385 of indebtedness as of August 1, 2024, representing the amount drawn on Alumina Limited's revolving credit facility. At acquisition, the Alumina Limited revolving credit facility had tranches maturing in October 2025 ($100), January 2026 ($150), July 2026 ($150), and June 2027 ($100). In August 2024, Alcoa cancelled the undrawn portions of the revolving credit facility maturing in July 2026 ($15) and June 2027 ($100). In November 2024, pursuant to the terms of the Alumina Limited revolving credit facility, Alcoa voluntarily repaid all accrued and unpaid amounts outstanding under the revolving credit facility, totaling $385 and, as of the same date, cancelled the outstanding lender tranche commitments ($385). As a result of the repayment and cancellation of undrawn amounts, the Alumina Limited revolving credit facility agreement was effectively terminated. No early termination penalties or prepayment premiums were incurred by Alcoa in connection with the termination of the Alumina Limited revolving credit facility. The Company may draw on the remaining facilities periodically to ensure working capital needs are met. See Part II Item 8 of this Form 10-K in Note M to the Consolidated Financial Statements for additional information related to these facilities. 65 Guarantees of Third Parties. As of December 31, 2024 and 2023, the Company had no outstanding potential future payments for guarantees issued on behalf of a third party. Bank Guarantees and Letters of Credit. Alcoa Corporation and its subsidiaries have outstanding bank guarantees and letters of credit related to, among others, energy contracts, environmental obligations, legal and tax matters, leasing obligations, workers compensation, and customs duties. The total amount committed under these instruments, which automatically renew or expire at various dates between 2025 and 2026, was $316 (includes $87 issued under a standby letter of credit agreement —see below) at December 31, 2024. Additionally, ParentCo has outstanding bank guarantees and letters of credit related to the Company of $12 at December 31, 2024. In the event ParentCo would be required to perform under any of these instruments, ParentCo would be indemnified by Alcoa Corporation in accordance with the Separation and Distribution Agreement. Likewise, the Company has outstanding bank guarantees and letters of credit related to ParentCo of $6 at December 31, 2024. In the event Alcoa Corporation would be required to perform under any of these instruments, the Company would be indemnified by ParentCo in accordance with the Separation and Distribution Agreement. In December 2023, AofA committed to provide a bank guarantee in connection with the approval of the Company’s five-year mine plans that were referred to the Western Australia Environmental Protection Agency (WA EPA), which demonstrates Alcoa’s confidence that its operations will not impair drinking water supplies. On September 30, 2024 and October 1, 2024, AofA delivered bank guarantees totaling $62 (A$100). After March 27, 2025, Alcoa may, with the Western Australian government’s consent, replace the bank guarantee with a parent company guarantee or a surety bond. The requirement to provide financial assurance will expire upon the completion of the WA EPA’s assessment of the Company’s five-year mine plans. In August 2017, Alcoa Corporation entered into a standby letter of credit agreement with three financial institutions, which was most recently amended in May 2024 and expires on May 1, 2026. The agreement provides for a $200 facility used by the Company for matters in the ordinary course of business. Alcoa Corporation’s obligations under this facility are secured in the same manner as obligations under the Company’s revolving credit facility. Additionally, this facility contains similar representations and warranties and affirmative, negative, and financial covenants as the Company’s Revolving Credit Facility. See Part II Item 8 of this Form 10-K in Note M to the Consolidated Financial Statements for additional information related to the Company’s debt. As of December 31, 2024, letters of credit aggregating $87 were issued under this facility. Surety Bonds. Alcoa Corporation has outstanding surety bonds primarily related to tax matters, contract performance, workers compensation, environmental-related matters, and customs duties. The total amount committed under these bonds, which automatically renew or expire at various dates between 2025 and 2029, was $245 at December 31, 2024. Additionally, ParentCo has outstanding surety bonds related to the Company of $7 at December 31, 2024. In the event ParentCo would be required to perform under any of these instruments, ParentCo would be indemnified by Alcoa Corporation in accordance with the Separation and Distribution Agreement. Likewise, the Company has outstanding surety bonds related to ParentCo of $7 at December 31, 2024. In the event Alcoa Corporation would be required to perform under any of these instruments, the Company would be indemnified by ParentCo in accordance with the Separation and Distribution Agreement. Debt. As of December 31, 2024, Alcoa Corporation had four outstanding series of Notes maturing at varying times. A summary of the Notes and other long-term debt is shown below. See Part II Item 8 of this Form 10-K in Note M to the Consolidated Financial Statements for additional information related to the Company’s debt. December 31, 2024 2023 5.500% Notes, due 2027 $ 750 $ 750 6.125% Notes, due 2028 500 500 4.125% Notes, due 2029 500 500 7.125% Notes, due 2031 750 — Other 76 82 Unamortized discounts and deferred financing costs (31 ) (21 ) Total 2,545 1,811 Less: amount due within one year 75 79 Long-term debt, less amount due within one year $ 2,470 $ 1,732 The Company entered into inventory repurchase agreements whereby the Company sold aluminum to a third party and agreed to subsequently repurchase substantially similar inventory. The Company did not record sales upon each shipment of inventory and the net cash received of $50 and $56 related to these agreements was recorded in Short-term borrowings within Other current liabilities on the Consolidated Balance Sheet as of December 31, 2024 and December 31, 2023, respectively. 66 In 2024, the Company recorded borrowings of $88 and repurchased $94 of inventory related to these agreements. In 2023, the Company recorded borrowings of $117 and repurchased $61 of inventory related to these agreements. The cash received and subsequently paid under the inventory repurchase agreements is included in Cash provided from financing activities on the Statement of Consolidated Cash Flows. Ratings. Alcoa Corporation’s cost of borrowing and ability to access the capital markets are affected not only by market conditions but also by the short- and long-term debt ratings assigned to Alcoa Corporation’s debt by the major credit rating agencies. On March 6, 2024, Moody’s Investor Service downgraded the rating of ANHBV’s long-term debt from Baa3 to Ba1 and revised the outlook from negative to stable. On March 4, 2024, Fitch Ratings downgraded the rating for Alcoa Corporation and ANHBV’s long-term debt from BBB- to BB+ and revised the outlook from negative to stable. On March 4, 2024, Standard and Poor’s Global Ratings downgraded the rating of Alcoa Corporation’s long-term debt from BB+ to BB and revised the outlook from positive to stable. Ratings are not a recommendation to buy or hold any of Alcoa’s securities and they may be revised or revoked at any time at the sole discretion of the rating organization. Dividend . In 2024, the Board of Directors declared and paid quarterly cash dividends of $0.10 per share of the Company’s common stock (including common stock underlying CDIs) and Series A convertible preferred stock , totaling $89 and $1, respectively, for the year. The details of any future cash dividend declaration, including the amount of such dividend and the timing and establishment of the record and payment dates, will be determined by the Board of Directors. The decision of whether to pay future cash dividends and the amount of any such dividends will be based on the Company's financial position, results of operations, cash flows, capital requirements, business conditions, the requirements of applicable law, and any other factors the Board of Directors may deem relevant. On February 20, 2025, the Board of Directors declared a quarterly cash dividend of $0.10 per share of the Company’s common stock (including common stock underlying CDIs) and Series A convertible preferred stock, to be paid on March 20, 2025 to stockholders of record as of the close of business on March 4, 2025. Common Stock Repurchase Program. In October 2021, Alcoa Corporation’s Board of Directors approved a common stock repurchase program for the Company to purchase shares of its outstanding common stock up to an aggregate transactional value of $500, depending on cash availability, market conditions, and other factors. On July 20, 2022, Alcoa Corporation announced that its Board of Directors approved an additional common stock repurchase program under which the Company may purchase shares of its outstanding common stock up to an aggregate transactional value of $500, depending on the Company’s continuing analysis of market, financial, and other factors (the July 2022 authorization). Prior to this authorization, $150 remained available for common stock repurchases at the end of the second quarter of 2022 from the prior authorization in October 2021 of $500 which was fully exhausted in 2022 with the Company’s repurchase activity (see below). No shares were repurchased in 2024 or 2023. In 2022, the Company repurchased 8,565,200 shares of its common stock for $500; the shares were immediately retired. As of the date of this report, the Company is currently authorized to repurchase up to a total of $500, in the aggregate, of its outstanding shares of common stock under the July 2022 authorization. Repurchases under this program may be made using a variety of methods, which may include open market purchases, privately negotiated transactions, or pursuant to a Rule 10b5-1 plan. This program may be suspended or discontinued at any time and does not have a predetermined expiration date. Alcoa Corporation intends to retire repurchased shares of common stock. 67 Investing Activities Cash used for investing activities was $608 in 2024 compared with $585 in 2023. In 2024, the use of cash was primarily attributable to $580 related to capital expenditures and $37 of cash contributions to the ELYSIS TM partnership. In 2023, the use of cash was primarily attributable to $531 related to capital expenditures and $70 of cash contributions to the ELYSIS partnership. In 2025, Alcoa expects capital expenditures of approximately $700 related to sustaining capital projects and return-seeking capital projects. The timing and amount of capital expenditures may fluctuate as a result of the Company’s normal operations. Material Cash Requirements As discussed above, the Company relies primarily on operating cash flows to fund its cash commitments and management believes its cash on hand, projected cash flows, and liquidity options combined with its strategic actions, will be adequate to fund its short-term (at least 12 months) and long-term operating and investing needs. The Company has committed cash outflows related to pension and postretirement benefit obligations, asset retirement obligations, environmental remediation, and operating lease agreements. See Part II Item 8 of this Form 10-K in Notes O, R, S, and T, respectively, to the Consolidated Financial Statements for additional information. As of December 31, 2024, a summary of Alcoa Corporation’s outstanding material cash requirements are as follows: Total 2025 2026-2027 2028-2029 Thereafter Operating activities: Energy-related purchase obligations $ 12,438 $ 1,335 $ 2,410 $ 2,030 $ 6,663 Raw material purchase obligations 4,440 2,055 767 514 1,104 Other purchase obligations 1,603 1,091 192 114 206 Interest related to debt 675 150 292 153 80 Financing activities: Long-term debt and Short-term borrowings 2,626 125 751 1,000 750 Totals $ 21,782 $ 4,756 $ 4,412 $ 3,811 $ 8,803 Purchase obligations—Energy-related purchase obligations consist primarily of electricity and natural gas contracts with expiration dates ranging from less than 1 year to 23 years. Raw material obligations consist mostly of bauxite (relates to Alcoa's bauxite mine interests in Guinea and Brazil), caustic soda, lime, alumina, aluminum fluoride, calcined petroleum coke, anodes, and cathode blocks with expiration dates ranging from less than 1 year to 10 years. Other purchase obligations consist principally of freight for bauxite and alumina with expiration dates ranging from less than 1 to 12 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. In accordance with the terms of several of these supply contracts, obligations may be reduced as a result of an interruption to operations, such as a plant curtailment or a force majeure event. Interest related to total debt—Interest is based on interest rates in effect as of December 31, 2024 and is calculated on debt with maturities that extend to 2031. Long-term debt and Short-term borrowings—Total debt amounts in the preceding table represent the principal amounts of all outstanding long-term debt and Short-term borrowings, which have maturities that extend to 2031. 68 Critical Accounting Policies and Estimates The preparation of the Company’s Consolidated Financial Statements in accordance with GAAP requires management to make certain estimates based on judgments and assumptions regarding uncertainties that affect the amounts reported in the Consolidated Financial Statements and disclosed in the Notes to the Consolidated Financial Statements. Areas that require such estimates include the review of properties, plants, and equipment and goodwill for impairment, and accounting for each of the following: asset retirement and environmental obligations; litigation matters; pension plans and other postretirement benefits obligations; derivatives and hedging activities; and income taxes. Management uses historical experience and all available information to make these estimates; 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 the amounts recorded in the financial statements related to these items are based on its best estimates and judgments using all relevant information available at the time. A summary of the Company’s significant accounting policies is included in Part II Item 8 of this Form 10-K in Note B to the Consolidated Financial Statements. Properties, Plants, and Equipment. 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, including in the period when assets have met the criteria to be classified as held for sale. The model used to determine recoverability of an asset or asset group would leverage the model that management uses for planning and strategic review of the entire business, including related inputs and assumptions. Management’s impairment assessment process is described in Part II Item 8 of this Form 10-K in Note B to the Consolidated Financial Statements. See Part II Item 8 of this Form 10-K in Note K to the Consolidated Financial Statements for more information regarding properties, plants, and equipment. Goodwill. 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 exit a business. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others, 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. The fair value that could be realized in an actual transaction may differ from that used to evaluate goodwill for impairment. Under the qualitative impairment test, management considers a number of factors in its assessment, such as: general economic conditions, equity and credit markets, industry and market conditions, and earnings and cash flow trends. Under the quantitative impairment test, management uses a discounted cash flow (DCF) model to estimate the current fair value of its reporting units. A number of significant assumptions and estimates are involved in the application of the DCF model to forecast operating cash flows, including markets and market share, sales volumes and prices, production costs, production capability, tax rates, capital spending, discount rate, and working capital changes. The model used for the goodwill impairment test leverages the model, including related inputs and assumptions, that management uses for planning and strategic review of the entire business. Management will test goodwill on a qualitative or quantitative basis. See Part II Item 8 of this Form 10-K in Note B to the Consolidated Financial Statements for more information regarding management’s impairment assessment process. Management performed a quantitative assessment for the Alumina reporting unit in the fourth quarter of 2024. As a result of the assessment, the estimated fair value of the Alumina reporting unit was substantially in excess of its carrying value, resulting in no impairment. The impact on the estimated fair value of an increase in the discount rate of 1% would not result in a change in the conclusions reached for the impairment assessment performed in 2024, the estimated fair value would remain in excess of carrying value. Further, in all years presented, there have been no triggering events that necessitated an impairment test for the Alumina reporting unit, except for the 2023 segment change which resulted in no impairment. See Part II Item 8 of this Form 10-K in Note L to the Consolidated Financial Statements for more information regarding goodwill. 69 Asset Retirement and Environmental Obligations. Estimates are used to record environmental remediation and asset retirement obligation (ARO) reserves based on the best available information at the time of recognition. Several assumptions are used to estimate the costs required to demolish, environmentally remediate, reclaim, or restore the site, including: • Engineering designs for construction or closure; • Materials and services costs; • Volume of regulated materials to be removed (asbestos, PCB fluids, spent potlining); • Disposition of demolition materials; • Extent of contamination based on available data; • Scope of remediation to mitigate human health or environmental risks and/or to meet regulatory requirements; • Timing to complete construction or closure; and, • Commercial availability and pricing for off-site treatment or disposal applications. As the site is demolished, remediated, reclaimed, or restored, the assumptions and estimates used to record the reserve may change to account for: • Actual site conditions that require more or less remediation or reclamation; • Legislation that becomes more or less stringent; • Regulative authorities requiring updates to final design prior to completion; • Alternative disposal methods for demolition waste; • Technological changes which allow remediation to be more efficient; • Market factors; and, • Variances in work that is atypical from prior work experience. Changes to the estimates may result in material changes to the reserve that may require an increase to or a reversal of a previously recorded reserve. See Part II Item 8 of this Form 10-K in Note R and Note S to the Consolidated Financial Statements for more information regarding current reserves. Litigation Matters. For asserted claims and assessments, liabilities are recorded when an unfavorable outcome of a matter is deemed to be probable and the loss is reasonably estimable. Management determines the likelihood of an unfavorable outcome based on many factors such as, among others, 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. Once an unfavorable outcome is deemed probable, management weighs the probability of estimated losses, and the most reasonable loss estimate is recorded. If an unfavorable outcome of a matter is deemed to be reasonably possible, then the matter is disclosed, and no liability is recorded. With respect to unasserted claims or assessments, management must first determine that the probability that an assertion will be made is likely, then, a determination as to the likelihood of an unfavorable outcome and the ability to reasonably estimate the potential loss is made. 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. See Part II Item 8 of this Form 10-K in Note B to the Consolidated Financial Statements for more information regarding management’s litigation matters policy. 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 (salary increases, health care cost trend rates, retirement age, and mortality). The yield curve model used to develop the discount rate is based on high-quality corporate bonds, parallels the plans’ projected cash flows and has a weighted average duration of 10 years. If a deep market of high-quality corporate bonds does not exist in a country, then the yield on government bonds plus a corporate bond yield spread is used. The impact of a change in the weighted average discount rate of ¼ of 1% would be approximately $60 on combined pension and other postretirement liabilities and immaterial to pretax 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 (a four-year average or the fair value at the plan measurement date is used for certain non-U.S. plans). The process used by management to develop this assumption is one that relies on forward-looking investment returns by asset class. Management incorporates expected future investment returns on current and planned asset allocations using information from various external investment managers and consultants, as well as management’s own judgment. A change in the assumption for the weighted average expected long-term rate of return on plan assets of ¼ of 1% would impact pretax earnings by approximately $5 for 2025. 70 Mortality rate assumptions are based on mortality tables and future improvement scales published by third parties, such as the Society of Actuaries, and consider other available information including historical data as well as studies and publications from reputable sources. See Part II Item 8 of this Form 10-K in Note O to the Consolidated Financial Statements for more information regarding pension and other postretirement benefits including accounting impacts of current year actions. Derivatives and Hedging. To calculate the fair value of certain derivatives, management uses DCF and other simulation models that consider the following inputs and assumptions: quoted market prices (e.g., aluminum prices on the 10-year London Metal Exchange (LME) forward curve and energy prices), information concerning time premiums and volatilities for certain option type embedded derivatives and regional premiums for aluminum contracts, aluminum and energy prices beyond those quoted in the market, and the estimated credit spread between Alcoa and the counterparty. The quoted market prices used in the valuation models are dependent on market fundamentals, the relationship between supply and demand at any point in time, seasonal conditions, inventories, and interest rates. For periods beyond the term of quoted market prices, management estimates the price of aluminum by extrapolating the 10-year LME forward curve and estimates the Midwest premium based on recent transactions. Changes in estimates can have a material impact on the derivative valuations. See Part II Item 8 of this Form 10-K in Note P to the Consolidated Financial Statements for more information regarding derivatives and hedging and related activity during the period. Income Taxes. 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 applies judgment in assessing all available positive and negative evidence and 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. 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 Alcoa Corporation’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. In certain jurisdictions, deferred tax assets related to cumulative losses may exist without a valuation allowance where in management’s judgment the weight of the positive evidence more than offsets the negative evidence of the cumulative losses. Upon changes in facts and circumstances, management may conclude that deferred tax assets for which no valuation allowance is currently recorded may not be realized, resulting in a future charge to establish a valuation allowance. Financial information utilized in this analysis leverages the same financial information, including related inputs and assumptions, that management uses for planning and strategic review of the entire business. 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. Changes in estimates can have a material impact on the deferred taxes and uncertain tax positions. See Part II Item 8 of this Form 10-K in Note Q to the Consolidated Financial Statements for more information regarding income taxes and deferred tax assets and related activity during the period. Related Party Transactions Alcoa Corporation buys products from and sells products to various related companies, consisting of entities in which Alcoa Corporation retains a 50% or less equity interest, at negotiated prices between the two parties. These transactions were not material to the financial position or results of operations of Alcoa Corporation for all periods presented. Recently Adopted Accounting Guidance See Part II Item 8 of this Form 10-K in Note B to the Consolidated Financial Statements under caption Recently Adopted Accounting Guidance. Recently Issued Accounting Guidance See Part II Item 8 of this Form 10-K in Note B to the Consolidated Financial Statements under caption Recently Issued Accounting Guidance. Item 7A. Quantitative and Qualitat ive Disclosures About Market Risk. See Part II Item 8 of this Form 10-K in Note P to the Consolidated Financial Statements under caption Derivatives. 71 Item 8. Financial Statemen ts and Supplementary Data. Management’s Reports to Alcoa Corporation Stockholders Management’s Report on Financial Statements and Practices The accompanying Consolidated Financial Statements of Alcoa Corporation and its subsidiaries (the Company) were prepared by management, which is responsible for their integrity and objectivity, in accordance with accounting principles generally accepted in the United States of America (GAAP) and include amounts that are based on management’s best judgments and estimates. The other financial information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 is consistent with that in the Consolidated Financial Statements. Management 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, as defined in Rules 13a-15(f) and 15d-15(f) of the U.S. Securities Exchange Act of 1934 (as amended), for the Company. The 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 GAAP. 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 GAAP, 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. Management conducted an assessment to evaluate the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024 using the criteria in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that the Company maintained effective internal control over financial reporting as of December 31, 2024. PricewaterhouseCoopers LLP, the independent registered public accounting firm that audited the Company’s financial statements included in this Annual Report on Form 10-K for the year ended December 31, 2024, has audited the Company’s internal control over financial reporting as of December 31, 2024 and has issued an attestation report, which is included herein. /s/ William F. Oplinger William F. Oplinger President and Chief Executive Officer /s/ Molly S. Beerman Molly S. Beerman Executive Vice President and Chief Financial Officer February 20, 2025 72 Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Alcoa Corporation Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Alcoa Corporation and its subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of operations, comprehensive income, changes in equity and 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. 73 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. Asset Retirement Obligations – Mine Reclamation and Closure of Bauxite Residue Areas As described in Notes B and R to the consolidated financial statements, the Company recognizes asset retirement obligations (AROs) related to legal obligations associated with the standard operation of bauxite mines, alumina refineries, and aluminum smelters. For the bauxite mines and alumina refineries, the AROs consist primarily of costs associated with mine reclamation and closure of bauxite residue areas, respectively. The fair values of the AROs are recorded on a discounted basis at the time the obligation is incurred and accreted over time for the change in present value; related accretion is recorded as a component of cost of goods sold. Additionally, the Company capitalizes asset retirement costs by increasing the carrying amount of the related long-lived assets and depreciating the assets over their remaining useful life. As disclosed by management, estimates are used to record AROs based on the best available information at the time of recognition. Several assumptions are used to estimate the cost required for reclamation and restoration of the site including: engineering designs for construction or closure, materials and services costs, regulatory requirements, and timing to complete construction or closure. As of December 31, 2024, the Company had $895 million in AROs, of which $321 million related to mine reclamation and $396 million related to the closure of bauxite residue areas. During 2024, the Company incurred liabilities related to mine reclamation and closure of bauxite residue areas, consisting of $87 million for new mining areas opened during the year and higher estimated mine reclamation costs, $24 million related to changes in closure estimates at the previously closed Suralco refinery, and $9 million related to water treatment due to the curtailment of the Kwinana refinery. The principal considerations for our determination that performing procedures relating to the AROs for mine reclamation and closure of bauxite residue areas is a critical audit matter are (i) the significant judgment by management in developing the fair value estimate of the AROs; (ii) a high degree of auditor judgement, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the engineering designs for construction or closure, materials and services costs, regulatory requirements, and timing to complete construction or closure; (collectively “management’s assumptions”); and (iii) the audit effort involved the use of professionals with specialized skill and knowledge. 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 accounting for AROs, including controls over management’s methodology, assumptions, and valuation of the AROs for mine reclamation and closure of bauxite residue areas. These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of the AROs for mine reclamation and closure of bauxite residue areas; (ii) evaluating the appropriateness of the methodologies used by management, (iii) testing the completeness and accuracy of underlying data used in the methodologies, and (iv) evaluating the reasonableness of management’s assumptions described above. Evaluating management’s assumptions involved (i) evaluating the cost of rehabilitation and restoration of a site, including comparing the cost assumptions used, on a sample basis, to comparable data from external parties and internal source data; (ii) evaluating the consistency of management’s assumptions across mine and bauxite residue areas, as applicable; (iii) the identification of circumstances which may require a modification to a previous estimate; (iv) physically observing the progress of the mine reclamation; (vi) evaluating management’s application of and compliance with regulatory requirements; and (vii) evaluating whether the assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in (i) evaluating the appropriateness of the methodology used by management for closure of bauxite residue areas; (ii) evaluating the reasonableness of the application of and compliance with regulatory requirements for closure of bauxite residue areas; and (iii) evaluating the reasonableness of management’s estimate of AROs for closure of bauxite residue areas by developing an independent estimate of the costs included in AROs for a sample of bauxite residue areas, using independently determined assumptions, and comparing the independent estimate of the costs to management’s estimate. /s/ PricewaterhouseCoopers LLP Pittsburgh, Pennsylvania February 20, 2025 We have served as the Company’s auditor since 2015. 74 Alcoa Corporation and Subsidiaries Statement of Consol idated Operations (in millions, except per-share amounts) For the year ended December 31, 2024 2023 2022 Sales (E) $ 11,895 $ 10,551 $ 12,451 Cost of goods sold (exclusive of expenses below) 10,044 9,813 10,212 Selling, general administrative, and other expenses 275 226 204 Research and development expenses 57 39 32 Provision for depreciation, depletion, and amortization 642 632 617 Restructuring and other charges, net (D) 341 184 696 Interest expense (U) 156 107 106 Other expenses (income), net (U) 91 134 ( 118 ) Total costs and expenses 11,606 11,135 11,749 Income (loss) before income taxes 289 ( 584 ) 702 Provision for income taxes (Q) 265 189 664 Net income (loss) 24 ( 773 ) 38 Less: Net (loss) income attributable to noncontrolling interest ( 36 ) ( 122 ) 161 Net income (loss) attributable to Alcoa Corporation 60 ( 651 ) ( 123 ) Earnings per share attributable to Alcoa Corporation common shareholders (F): Basic $ 0.26 $ ( 3.65 ) $ ( 0.68 ) Diluted $ 0.26 $ ( 3.65 ) $ ( 0.68 ) The accompanying notes are an integral part of the consolidated financial statements. 75 Alcoa Corporation and Subsidiaries Statement of Consolidated C omprehensive Income (in millions) Alcoa Corporation Noncontrolling interest Total For the year ended December 31, 2024 2023 2022 2024 2023 2022 2024 2023 2022 Net income (loss) $ 60 $ ( 651 ) $ ( 123 ) $ ( 36 ) $ ( 122 ) $ 161 $ 24 $ ( 773 ) $ 38 Other comprehensive (loss) income, net of tax (G): Change in unrecognized net actuarial gain/loss and prior service cost/benefit related to pension and other postretirement benefits — ( 62 ) 944 4 ( 10 ) 8 4 ( 72 ) 952 Foreign currency translation adjustments ( 513 ) 92 ( 71 ) ( 105 ) 57 ( 103 ) ( 618 ) 149 ( 174 ) Net change in unrecognized gains/losses on cash flow hedges 147 ( 136 ) 180 — ( 1 ) 2 147 ( 137 ) 182 Total Other comprehensive (loss) income, net of tax ( 366 ) ( 106 ) 1,053 ( 101 ) 46 ( 93 ) ( 467 ) ( 60 ) 960 Comprehensive (loss) income $ ( 306 ) $ ( 757 ) $ 930 $ ( 137 ) $ ( 76 ) $ 68 $ ( 443 ) $ ( 833 ) $ 998 The accompanying notes are an integral part of the consolidated financial statements. 76 Alcoa Corporation and Subsidiaries Consolidated Balance Sheet (in millions) December 31, 2024 2023 Assets Current assets: Cash and cash equivalents (P) $ 1,138 $ 944 Receivables from customers (I) 1,096 656 Other receivables 143 152 Inventories (J) 1,998 2,158 Fair value of derivative instruments (P) 25 29 Prepaid expenses and other current assets 514 466 Total current assets 4,914 4,405 Properties, plants, and equipment, net (K) 6,389 6,785 Investments (H) 980 979 Deferred income taxes (Q) 284 333 Fair value of derivative instruments (P) — 3 Other noncurrent assets (U) 1,497 1,650 Total Assets $ 14,064 $ 14,155 Liabilities Current liabilities: Accounts payable, trade $ 1,805 $ 1,714 Accrued compensation and retirement costs 362 357 Taxes, including income taxes 102 88 Fair value of derivative instruments (P) 263 214 Other current liabilities 788 578 Long-term debt due within one year (M & P) 75 79 Total current liabilities 3,395 3,030 Long-term debt, less amount due within one year (M & P) 2,470 1,732 Accrued pension benefits (O) 256 278 Accrued other postretirement benefits (O) 412 443 Asset retirement obligations (R) 691 772 Environmental remediation (S) 182 202 Fair value of derivative instruments (P) 836 1,092 Noncurrent income taxes (Q) 9 193 Other noncurrent liabilities and deferred credits (U) 656 568 Total liabilities 8,907 8,310 Contingencies and commitments (S) Equity Alcoa Corporation shareholders’ equity: Preferred stock (N) — — Common stock (N) 3 2 Additional capital 11,587 9,187 Accumulated deficit ( 1,323 ) ( 1,293 ) Accumulated other comprehensive loss (G) ( 5,110 ) ( 3,645 ) Total Alcoa Corporation shareholders’ equity 5,157 4,251 Noncontrolling interest (A) — 1,594 Total equity 5,157 5,845 Total Liabilities and Equity $ 14,064 $ 14,155 The accompanying notes are an integral part of the consolidated financial statements. 77 Alcoa Corporation and Subsidiaries Statement of Consol idated Cash Flows (in millions) For the year ended December 31, 2024 2023 2022 Cash from Operations Net income (loss) $ 24 $ ( 773 ) $ 38 Adjustments to reconcile net income (loss) to cash from operations: Depreciation, depletion, and amortization 642 632 617 Deferred income taxes (Q) 23 ( 22 ) 219 Equity (income) loss, net of dividends (H) ( 2 ) 201 4 Restructuring and other charges, net (D) 341 184 696 Net loss from investing activities—asset sales (U) 37 18 10 Net periodic pension benefit cost (O) 10 6 54 Stock-based compensation (N) 36 35 40 (Gain) loss on mark-to-market derivative financial contracts ( 8 ) 26 ( 44 ) Other 34 78 53 Changes in assets and liabilities, excluding effects of divestitures and foreign currency translation adjustments: (Increase) decrease in receivables ( 493 ) 104 ( 59 ) Decrease (increase) in inventories (J) 51 243 ( 547 ) (Increase) decrease in prepaid expenses and other current assets ( 68 ) 39 44 Increase (decrease) in accounts payable, trade 190 ( 74 ) 189 Decrease in accrued expenses ( 108 ) ( 133 ) ( 173 ) Increase (decrease) in taxes, including income taxes 95 ( 146 ) ( 152 ) Pension contributions (O) ( 16 ) ( 24 ) ( 17 ) Increase in noncurrent assets ( 4 ) ( 210 ) ( 87 ) Decrease in noncurrent liabilities ( 162 ) ( 93 ) ( 63 ) Cash provided from operations 622 91 822 Financing Activities Additions to debt (M) 1,032 127 4 Payments on debt (M) ( 679 ) ( 72 ) ( 1 ) Proceeds from the exercise of employee stock options (N) — 1 22 Repurchase of common stock (N) — — ( 500 ) Dividends paid on Alcoa preferred stock (N) ( 1 ) — — Dividends paid on Alcoa common stock (N) ( 89 ) ( 72 ) ( 72 ) Payments related to tax withholding on stock-based compensation awards ( 15 ) ( 34 ) ( 19 ) Financial contributions for the divestiture of businesses (C) ( 35 ) ( 52 ) ( 33 ) Contributions from noncontrolling interest (A) 65 188 214 Distributions to noncontrolling interest (A) ( 49 ) ( 30 ) ( 379 ) Acquisition of noncontrolling interest (C) ( 23 ) — — Other ( 5 ) 1 ( 4 ) Cash provided from (used for) financing activities 201 57 ( 768 ) Investing Activities Capital expenditures ( 580 ) ( 531 ) ( 480 ) Proceeds from the sale of assets and businesses (C) 3 4 5 Additions to investments (H) ( 37 ) ( 70 ) ( 32 ) Sale of investments (H) — — 10 Other 6 12 2 Cash used for investing activities ( 608 ) ( 585 ) ( 495 ) Effect of exchange rate changes on cash and cash equivalents and restricted cash ( 28 ) 10 ( 9 ) Net change in cash and cash equivalents and restricted cash 187 ( 427 ) ( 450 ) Cash and cash equivalents and restricted cash at beginning of year 1,047 1,474 1,924 Cash and cash equivalents and restricted cash at end of year $ 1,234 $ 1,047 $ 1,474 The accompanying notes are an integral part of the consolidated financial statements. 78 Alcoa Corporation and Subsidiaries Statement of Changes in Consolidated Equity (in millions) Alcoa Corporation shareholders Preferred stock Common stock Additional capital Accumulated deficit Accumulated other comprehensive (loss) income Noncontrolling interest Total equity Balance at December 31, 2021 $ — $ 2 $ 9,577 $ ( 315 ) $ ( 4,592 ) $ 1,612 $ 6,284 Net (loss) income — — — ( 123 ) — 161 38 Other comprehensive income (loss) (G) — — — — 1,053 ( 93 ) 960 Stock-based compensation (N) — — 40 — — — 40 Net effect of tax withholding for compensation plans and exercise of stock options (N) — — 3 — — — 3 Repurchase of common stock (N) — — ( 440 ) ( 60 ) — — ( 500 ) Dividends paid on Alcoa common stock ($ 0.10 per share) (N) — — — ( 72 ) — — ( 72 ) Contributions — — — — — 214 214 Distributions — — — — — ( 379 ) ( 379 ) Other — — 3 — — ( 2 ) 1 Balance at December 31, 2022 — 2 9,183 ( 570 ) ( 3,539 ) 1,513 6,589 Net loss — — — ( 651 ) — ( 122 ) ( 773 ) Other comprehensive (loss) income (G) — — — — ( 106 ) 46 ( 60 ) Stock-based compensation (N) — — 35 — — — 35 Net effect of tax withholding for compensation plans and exercise of stock options (N) — — ( 33 ) — — — ( 33 ) Dividends paid on Alcoa common stock ($ 0.10 per share) (N) — — — ( 72 ) — — ( 72 ) Contributions — — — — — 188 188 Distributions — — — — — ( 30 ) ( 30 ) Other — — 2 — — ( 1 ) 1 Balance at December 31, 2023 — 2 9,187 ( 1,293 ) ( 3,645 ) 1,594 5,845 Net income (loss) — — — 60 — ( 36 ) 24 Other comprehensive loss (G) — — — — ( 366 ) ( 101 ) ( 467 ) Stock-based compensation (N) — — 36 — — — 36 Net effect of tax withholding for compensation plans and exercise of stock options (N) — — ( 15 ) — — — ( 15 ) Dividends paid on Alcoa preferred stock ($ 0.10 per share) (N) — — — ( 1 ) — — ( 1 ) Dividends paid on Alcoa common stock ($ 0.10 per share) (N) — — — ( 89 ) — — ( 89 ) Contributions — — — — — 65 65 Distributions — — — — — ( 49 ) ( 49 ) Acquisition of noncontrolling interest (C) — 1 2,377 — ( 1,099 ) ( 1,472 ) ( 193 ) Other — — 2 — — ( 1 ) 1 Balance at December 31, 2024 $ — $ 3 $ 11,587 $ ( 1,323 ) $ ( 5,110 ) $ — $ 5,157 The accompanying notes are an integral part of the consolidated financial statements. 79 Alcoa Corporation and subsidiaries Notes to the Consolidated Financial Statements (dollars in millions, except per-share amounts; metric tons in thousands (kmt)) A. Basis of Presentation Alcoa Corporation (Alcoa or the Company) is a vertically integrated aluminum company comprised of bauxite mining, alumina refining, aluminum production (smelting and casting), and energy generation. Through direct and indirect ownership, the Company has 26 operating locations in nine countries around the world, situated primarily in Australia, Brazil, Canada, Iceland, Norway, Spain, and the United States. Alcoa Corporation became an independent, publicly traded company on November 1, 2016, following its separation (the Separation Transaction) from its former parent company, Alcoa Inc. References herein to “ParentCo” refer to Alcoa Inc. and its consolidated subsidiaries through October 31, 2016, at which time it was renamed Arconic Inc. and since has been subsequently renamed Howmet Aerospace Inc. Basis of Presentation. The Consolidated Financial Statements of Alcoa Corporation are prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). In accordance with GAAP, certain situations require management to make estimates based on judgments and assumptions, which 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 revenues and expenses during the reporting periods. Management uses historical experience and all available information to make these estimates. Management regularly evaluates the judgments and assumptions used in its estimates, and results could differ from those estimates upon future events and their effects or new information. Principles of Consolidation. The Consolidated Financial Statements of the Company include the accounts of Alcoa Corporation and companies in which Alcoa Corporation has a controlling interest. Intercompany transactions have been eliminated. The equity method of accounting is used for investments in affiliates and other joint ventures over which the Company has significant influence but does not have effective control. Investments in affiliates in which Alcoa Corporation cannot exercise significant influence are accounted at cost less any impairment, a measurement alternative in accordance with GAAP. Prior to Alcoa’s acquisition of Alumina Limited on August 1, 2024 (see Note C), Alcoa consolidated its 60 % ownership in the entities comprising the Alcoa World Alumina & Chemicals (AWAC) joint venture and Alumina Limited’s interest in the equity of such entities was reflected as Noncontrolling interest on the accompanying Consolidated Balance Sheet. Management evaluates whether an Alcoa Corporation entity or interest is a variable interest entity and whether the Company is the primary beneficiary. Consolidation is required if both of these criteria are met. Alcoa Corporation does not have any variable interest entities requiring consolidation. Related Party Transactions. Alcoa Corporation buys products from and sells products to various related companies, consisting of entities in which the Company retains a 50 % or less equity interest, at negotiated prices between the two parties. These transactions were not material to the financial position or results of operations of Alcoa Corporation for all periods presented. B. Summary of Significant Accounting Policies Cash Equivalents. Cash equivalents are highly liquid investments purchased with an original maturity of three months or less. Restricted Cash. Restricted cash is included with Cash and cash equivalents when reconciling the Cash and cash equivalents and restricted cash at beginning of year and Cash and cash equivalents and restricted cash at end of year on the accompanying Statement of Consolidated Cash Flows. Current restricted cash amounts are reported in Prepaid expenses and other current assets on the accompanying Consolidated Balance Sheet. Noncurrent restricted cash amounts are reported in Other noncurrent assets on the accompanying Consolidated Balance Sheet (see Note U for a reconciliation of Cash and cash equivalents and restricted cash). Inventory Valuation. Inventories are carried at the lower of cost or net realizable value, with the cost of inventories principally determined under the average cost method. 80 Properties, Plants, and Equipment. Properties, plants, and equipment are recorded at cost. Interest related to the construction of qualifying assets is capitalized as part of the construction costs. Depreciation is recorded principally on the straight-line method over the estimated useful lives of the assets. Depreciation is recorded on temporarily idled facilities until such time management approves a permanent closure. The following table details the weighted average useful lives of structures and machinery and equipment by type of operation (numbers in years): Structures Machinery and equipment Alumina 24 25 Aluminum smelting and casting 37 22 Energy generation 33 24 Repairs and maintenance are charged to expense as incurred while costs for significant improvements that add productive capacity or that extend the useful life are capitalized. Gains or losses from the sale of assets are generally recorded in Other expenses (income), net. 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 fair value. The amount of the impairment loss to be recorded is calculated 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 assets also require significant judgments. Leases. The Company determines whether an arrangement is a lease at the inception of the arrangement based on the terms and conditions in the contract. A contract contains a lease if there is an identified asset which the Company has the right to control. Lease right-of-use (ROU) assets are included in Properties, plants, and equipment, net with the corresponding operating lease liabilities included within Other current liabilities and Other noncurrent liabilities and deferred credits on the accompanying Consolidated Balance Sheet. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company uses its incremental borrowing rate at the commencement date in determining the present value of lease payments unless a rate is implicit in the lease. Lease terms include options to extend the lease when it is reasonably certain that those options will be exercised. Leases with an initial term of 12 months or less, including anticipated renewals, are not recorded on the Consolidated Balance Sheet. The Company made a policy election not to record any non-lease components of a lease agreement in the lease liability. Variable lease payments are not presented as part of the ROU asset or liability recorded at the inception of a contract. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Equity Investments. Alcoa invests in a number of privately-held companies, primarily through joint ventures and consortia, which are accounted for using the equity method. The equity method is applied in situations where the Company has the ability to exercise significant influence, but not control, over the investee. Management reviews equity investments for impairment whenever certain indicators are present suggesting that the carrying value of an investment is not recoverable. Deferred Mining Costs. Alcoa incurs deferred mining costs during the development stage of a mine life cycle. Such costs include the construction of access and haul roads, detailed drilling and geological analysis to further define the grade and quality of the known bauxite, and overburden removal costs. These costs relate to sections of the related mines where the Company is currently extracting bauxite or preparing for production in the near term. These sections are outlined and planned incrementally and generally are mined over periods ranging from one to five years , depending on specific mine plans. The amount of geological drilling and testing necessary to determine the economic viability of the bauxite deposit being mined is such that the reserves are considered to be proven. Deferred mining costs are amortized on a units-of-production basis and included in Other noncurrent assets on the accompanying Consolidated Balance Sheet. 81 Goodwill and Other Intangible Assets. Goodwill is not amortized but 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 exit a business. 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. Beginning in January 2023, the Company changed its operating segments by combining the Bauxite and Alumina segments, and reported its financial results in the following two segments: (i) Alumina and (ii) Aluminum (see Note E). The Company has three reporting units, of which two are included in the Aluminum segment (smelting/casting and energy generation). The remaining reporting unit is the Alumina segment. Of these three reporting units, only Alumina contains goodwill (see Note L). Goodwill is tested for impairment by assessing qualitative factors to determine whether it is more likely than not (greater than 50%) that the fair value of the reporting unit is less than its carrying amount or performing a quantitative assessment using a DCF model. If the qualitative assessment indicates a possible impairment, then a quantitative assessment is performed to determine the fair value of the reporting unit using a DCF model. Otherwise, no further analysis is required. Under the quantitative assessment, the estimated fair value of the reporting unit is compared to its carrying value, including goodwill. In the event the estimated fair value of a reporting unit is less than the carrying value, an impairment loss equal to the excess of the reporting unit’s carrying value over its fair value not to exceed the total amount of goodwill applicable to that reporting unit would be recognized. Alcoa’s policy for its annual review of goodwill is to perform the quantitative assessment for its reporting unit containing goodwill at least once during every three-year period. 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 type of operation (numbers in years): Software Other intangible assets Alumina 4 25 Aluminum smelting and casting 3 40 Energy generation 3 29 Asset Retirement Obligations. Alcoa recognizes asset retirement obligations (AROs) related to legal obligations associated with the standard operation of bauxite mines, alumina refineries, and aluminum smelters. These AROs consist primarily of costs associated with mine reclamation, closure of bauxite residue areas, spent pot lining and regulated waste materials disposal, and landfill closure. Additionally, costs are recorded as AROs upon management’s decision to permanently close and demolish certain structures and for any significant lease restoration obligations. The fair values of these AROs are recorded on a discounted basis at the time the obligation is incurred and accreted over time for the change in present value; related accretion is recorded as a component of Cost of goods sold. Additionally, the Company capitalizes asset retirement costs by increasing the carrying amount of the related long-lived assets and depreciating these assets over their remaining useful life. The fair values for AROs are determined using significant assumptions, including engineering designs for construction or closure, materials and services costs, regulatory requirements, volume of regulated material to be removed, disposition of demolition materials, and timing to complete construction or closure. Subsequent adjustments to estimates of previously established AROs for current operations are capitalized by increasing the carrying amount of the related long-lived assets and depreciating these assets over their remaining useful life. Adjustments to estimates of AROs for closed locations are charged to Restructuring and other charges, net on the accompanying Statement of Consolidated Operations (see Note R). Certain conditional asset retirement obligations related to alumina refineries, aluminum smelters, and energy generation facilities have not been recorded in the Consolidated Financial Statements due to uncertainties surrounding the ultimate settlement date. The fair value of these asset retirement obligations will be recorded when a reasonable estimate of the ultimate settlement date can be made. 82 Environmental Matters. Environmental related expenditures for current operations are expensed as a component of Cost of goods sold or capitalized, as appropriate. Expenditures relating to existing conditions caused by past operations, generally for closed locations which will not contribute to future revenues, are charged to Restructuring and other charges, net. Liabilities are recorded when remediation costs are probable and can be reasonably estimated. In instances where the Company has ongoing monitoring and maintenance responsibilities, it is Alcoa’s policy to maintain a reserve equal to five years of expected costs. The liability is continuously reviewed and adjusted to reflect current remediation progress, rate and pricing changes, actual volumes of material requiring management, changes to the original assumptions regarding how the site was to be remediated, and other factors that may be relevant, including changes in technology or regulations. The estimates may also include costs related to other potentially responsible parties to the extent that Alcoa has reason to believe such parties will not fully pay their proportionate share. Litigation Matters. For asserted claims and assessments, liabilities are recorded when an unfavorable outcome of a matter is deemed to be probable and the loss is reasonably estimable. With respect to unasserted claims or assessments, liabilities are recorded when the probability that an assertion will be made is likely, an unfavorable outcome of the matter is deemed to be probable, and the loss is reasonably estimable. 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. Legal costs, which are primarily for general litigation, environmental compliance, tax disputes, and general corporate matters, are expensed as incurred. Revenue Recognition. The Company recognizes revenue when it satisfies a performance obligation(s) in accordance with the provisions of a customer order or contract. This is achieved when control of the product has been transferred to the customer, which is generally determined when title, ownership, and risk of loss pass to the customer, all of which occurs upon shipment or delivery of the product. The shipping terms vary across all businesses and depend on the product, the country of origin, and the type of transportation. Accordingly, the sale of Alcoa’s products to its customers represent single performance obligations for which revenue is recognized at a point in time, except for the Company’s Energy product division in which the customer simultaneously receives and consumes electricity (see Note E). Revenue is based on the consideration the Company expects to receive in exchange for its products. Returns and other adjustments have not been material. Based on the foregoing, no significant judgment is required to determine when control of a product has been transferred to a customer. The Company considers shipping and handling activities as costs to fulfill the promise to transfer the related products. As a result, customer payments of shipping and handling costs are recorded as a component of revenue. Taxes collected (e.g., sales, use, value added, excise) from its customers related to the sale of its products are remitted to governmental authorities and excluded from Sales. Cost of Goods Sold. The Company includes the following in Cost of goods sold: operating costs of its two segments, excluding depreciation, depletion, and amortization, but including all production related costs: raw materials consumed; purchases of metal for consumption; conversion costs, such as labor, materials, and utilities; equity earnings of certain investments integral to the Company’s supply chain; and plant administrative expenses. Also included in Cost of goods sold are: costs related to the Transformation function, which focuses on the management of expenses and obligations of previously closed operations; purchases of bauxite from offtake or other supply agreements, alumina to satisfy customer commitments, and metal for trade; and other costs not included in the operating costs of the segments. Selling, General Administrative, and Other Expenses. The Company includes the costs of corporate-wide functional support in Selling, general administrative, and other expenses. Such costs include: executive; sales; marketing; strategy; operations administration; finance; information technology; legal; human resources; and government affairs and communications. Stock-Based Compensation. Compensation expense for employee equity grants is recognized 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. The fair value of performance stock units 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, and volatility. These assumptions may differ significantly between grant dates because of changes in the actual results of these inputs that occur over time. As of January 1, 2021, the Company no longer grants stock options. See Note N for more information regarding stock-based compensation. Pension and Other Postretirement Benefits. Alcoa sponsors several defined benefit pension plans and health care postretirement benefit plans. The Company recognizes on a plan-by-plan basis the net funded status of these pension and postretirement benefit plans as either an asset or a liability on its Consolidated Balance Sheet. The net funded status represents the difference between the fair value of each plan’s assets and the benefit obligation of the respective plan. The benefit obligation represents the present value of the estimated future benefits the Company currently expects to pay to plan participants based on past service. Unrecognized gains and losses related to the plans are deferred in Accumulated other comprehensive loss on the Consolidated Balance Sheet until amortized into earnings. 83 The plan assets and benefit obligations are measured at the end of each year or more frequently, upon the occurrence of certain events such as a significant plan amendment, settlement, or curtailment. For interim plan remeasurements, it is the Company’s policy to record the related accounting impacts within the same quarter as the triggering event. 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 (salary increases, health care cost trend rates, retirement age, and mortality). The yield curve model used to develop the discount rate is based on high-quality corporate bonds, parallels the plans’ projected cash flows and has a weighted average duration of 10 years. If a deep market of high-quality corporate bonds does not exist in a country, then the yield on government bonds plus a corporate bond yield spread is used. The expected long-term rate of return on plan assets is generally applied to a five-year market-related value of plan assets (a four-year average or the fair value at the plan measurement date is used for certain non-U.S. plans). The process used by management to develop this assumption is one that relies on forward-looking investment returns by asset class. Management incorporates expected future investment returns on current and planned asset allocations using information from various external investment managers and consultants, as well as management’s own judgment. Mortality rate assumptions are based on mortality tables and future improvement scales published by third parties, such as the Society of Actuaries, and consider other available information including historical data as well as studies and publications from reputable sources. A change in one or a combination of these assumptions, or the effects of actual results differing from assumptions, could have a material impact on Alcoa’s projected benefit obligation. These changes or differences are recorded in Accumulated other comprehensive loss and are amortized into earnings as a component of the net periodic benefit cost (income) over the average future working lifetime or average remaining life expectancy, as appropriate, of the plan’s participants. One-time accounting impacts, such as curtailment and settlement losses (gains), are recognized immediately and are reclassified from Accumulated other comprehensive loss to Restructuring and other charges, net on the accompanying Statement of Consolidated Operations. See Note O for more information regarding pension and other postretirement benefits including accounting impacts of current year actions. Derivatives and Hedging. Derivatives are held for purposes other than trading and are part of a formally documented risk management program. Alcoa accounts for hedges of firm customer commitments for aluminum as fair value hedges. The fair values of the derivatives and changes in the fair values of the underlying hedged items are reported as assets and liabilities in the Consolidated Balance Sheet. Changes in the fair values of these derivatives and underlying hedged items generally offset and are recorded each period in Sales, consistent with the underlying hedged item. The Company accounts for certain hedges of foreign currency exposures and certain forecasted transactions as cash flow hedges. The fair values of the derivatives are recorded as assets and liabilities in the Consolidated Balance Sheet. The changes in the fair values of these derivatives are recorded in Accumulated other comprehensive loss and are reclassified to Sales, Cost of goods sold, or Other expenses (income), net in the period in which earnings are impacted by the hedged items or in the period that the transaction no longer qualifies as a cash flow hedge. These contracts cover the same periods as known or expected exposures, generally not exceeding five years . If no hedging relationship is designated, the derivative is marked to market through Other expenses (income), net. Cash flows from derivatives are recognized in the Statement of Consolidated Cash Flows in a manner consistent with the underlying transactions. 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, resulting from differences between the financial and tax bases of Alcoa’s assets and liabilities, and are adjusted for changes in tax rates and tax laws when enacted. 84 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 applies judgment in assessing all available positive and negative evidence and considers all potential sources of taxable 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 re-measured to reflect changes in underlying tax rates due to law changes and the granting and lapse of tax holidays. 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 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. Foreign Currency. The local currency is the functional currency for Alcoa’s significant operations outside the United States, except for certain operations in Canada and Iceland, a holding and trading company in the Netherlands, and a holding company in Australia, where the U.S. dollar is used as the functional currency. The determination of the functional currency for Alcoa’s operations is made based on the appropriate economic and management indicators. Where local currency is the functional currency, assets and liabilities are translated into U.S. dollars using period end exchange rates and income and expenses are translated using the average exchange rates for the reporting period. Unrealized foreign currency translation gains and losses are deferred in Accumulated other comprehensive loss on the Consolidated Balance Sheet. Recently Adopted Accounting Guidance. In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2023-07 which requires disclosure of significant segment expenses regularly provided to the chief operating decision maker (CODM), other segment items (not included in significant segment expenses for each reportable segment), the title and position of the CODM, and an explanation of how the CODM uses the reported measure of segment profit or loss to assess segment performance and allocate resources. The Company adopted this guidance for the year ended December 31, 2024 , which resulted in enhanced disclosures regarding reportable segments (see Note E) and did no t have a material impact on the Company’s financial position or results of operations. Recently Issued Accounting Guidance. In November 2024, the FASB issued ASU No. 2024-03 which requires detailed disclosures about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) included within commonly presented expense captions (including cost of goods sold; selling, general administrative, and other expense; and research and development expenses). The guidance is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The adoption of this guidance will not have a material impact on the Company’s financial position or results of operations and will provide enhanced disclosures regarding expenses beginning in the Company’s Annual Report on Form 10-K for the year ended December 31, 2027. In December 2023, the FASB issued ASU No. 2023-09 which includes changes to income tax disclosures, including greater disaggregation of information in the rate reconciliation and disclosure of taxes paid by jurisdiction. The guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The adoption of this guidance will not have a material impact on the Company’s financial position or results of operations and will provide enhanced disclosures regarding income taxes beginning in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. 85 C. Acquisitions and Divestitures Alumina Limited Acquisition On August 1, 2024, Alcoa completed the acquisition of all of the ordinary shares of Alumina Limited (Alumina Shares) through a wholly-owned subsidiary, AAC Investments Australia 2 Pty Ltd. At acquisition, Alumina Limited held a 40 % ownership interest in the AWAC joint venture, consisting of several affiliated operating entities, which own, have an interest in, or operate the bauxite mines and alumina refineries within Alcoa Corporation’s Alumina segment (except for the Poços de Caldas mine and refinery and portions of the São Luís refinery, all in Brazil) and a portion ( 55 %) of the Portland smelter (Australia) within Alcoa Corporation’s Aluminum segment. Upon completion of the Alumina Limited acquisition, Alumina Limited and, as a result, the operations held by the AWAC joint venture, became wholly-owned subsidiaries of Alcoa Corporation. The acquisition enhances Alcoa’s position as a leading pure play, upstream aluminum company globally, while simplifying the Company’s corporate structure and governance, resulting in greater flexibility and strategic optionality. Under the Scheme Implementation Deed (the Agreement) entered into in March 2024, as amended in May 2024, holders of Alumina Shares received 0.02854 Alcoa CHESS Depositary Interests (CDIs) for each Alumina Share (the Agreed Ratio), except that i) holders of Alumina Shares represented by American Depositary Shares, each of which represented 4 Alumina Shares, received 0.02854 shares of Alcoa common stock and ii) a certain shareholder received, for certain of their Alumina Shares, 0.02854 shares of Alcoa non-voting convertible preferred stock. The Alcoa CDIs are quoted on the Australian Stock Exchange. At closing, Alumina Shares outstanding of 2,760,056,014 and 141,625,403 were exchanged for 78,772,422 and 4,041,989 shares of Alcoa common stock and Alcoa preferred stock, respectively. Based on Alcoa’s closing share price as of July 31, 2024, the Agreed Ratio implied a value of A$ 1.45 per Alumina Share and aggregate purchase consideration of approximately $ 2,700 for Alumina Limited. The transaction consisted in substance of the acquisition of Alumina Limited’s noncontrolling interest in AWAC ($ 1,472 ), the assumption of Alumina Limited’s indebtedness ($ 385 , see Note M), the recognition of deferred tax assets ($ 121 , see Note Q), and the acquisition of cash ($ 9 ) and other current liabilities ($ 1 ). The transaction was accounted for as an equity transaction where net assets acquired ($ 1,216 ) and transaction costs ($ 32 ) were reflected as an increase to Additional capital. Amounts related to Accumulated other comprehensive loss previously attributable to and included within Noncontrolling interest ($ 1,099 ) were reclassified to Accumulated other comprehensive loss. In the fourth quarter of 2024, the Company recognized an additional deferred tax asset (and a corresponding increase to Additional capital) of $ 95 (see Note Q). Net loss attributable to noncontrolling interest was recognized through July 31, 2024. Saudi Arabia Joint Venture On September 15, 2024, Alcoa entered into a share purchase and subscription agreement with Saudi Arabian Mining Company (Ma’aden), pursuant to which Alcoa agreed to sell its full ownership interest of 25.1 % in the Saudi Arabia joint venture, comprised of the Ma’aden Bauxite and Alumina Company and the Ma’aden Aluminium Company, to Ma’aden in exchange for issuance by Ma’aden of 85,977,547 shares and $ 150 in cash. The implied value of the shares was $ 950 as of September 12, 2024, based on the volume-weighted average share price of Ma’aden for the previous 30 calendar days. The shares of Ma’aden will be subject to transfer and sale restrictions, including a restriction requiring Alcoa to hold its Ma’aden shares for a minimum of three years , with one-third of the shares becoming transferable after each of the third, fourth, and fifth anniversaries of closing of the transaction (the holding period). During the holding period, Alcoa would be permitted to hedge and borrow against its Ma’aden shares. Under certain circumstances, such minimum holding period would be reduced. The transaction is subject to regulatory approvals, approval by Ma’aden’s shareholders, and other customary closing conditions and is expected to close in the first half of 2025. The carrying value of Alcoa’s investment was $ 544 as of December 31, 2024. Warrick Rolling Mill In March 2021, Alcoa completed the sale of its rolling mill located at Warrick Operations (Warrick Rolling Mill), an integrated aluminum manufacturing site near Evansville, Indiana (Warrick Operations), to Kaiser Aluminum Corporation (Kaiser) and recorded estimated liabilities for site separation commitments. In 2024, 2023, and 2022 the Company recorded charges of $ 32 , $ 17 , and $ 8 , respectively, in Other expenses (income), net on the accompanying Statement of Consolidated Operations related to these commitments. During 2024, 2023, and 2022, the Company spent $ 35, $ 52 , and $ 37 , respectively, against the reserve. The remaining balance of $ 8 at December 31, 2024 is expected to be spent in early 2025. The cash spent against the reserve is included in Cash provided from (used for) financing activities on the Statement of Consolidated Cash Flows. 86 D. Restructuring and Other Charges, Net Restructuring and other charges, net were comprised of the following: 2024 2023 2022 Other costs $ 264 $ 36 $ ( 7 ) Severance and employee termination costs 44 11 1 Asset retirement obligations (R) 44 41 34 Environmental remediation (S) 5 27 21 Asset impairments 5 50 58 Settlements and/or curtailments related to retirement benefits (O) ( 1 ) 21 632 Reversals of previously recorded charges ( 20 ) ( 2 ) ( 122 ) Loss on divestitures — — 79 Restructuring and other charges, net $ 341 $ 184 $ 696 Severance and employee termination costs were recorded based on approved detailed action plans submitted by the operating sites 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 , Alcoa Corporation recorded Restructuring and other charges, net, of $ 341 which were primarily comprised of the following components: • Charges related to portfolio actions: o $ 287 for the curtailment of the Kwinana (Australia) refinery (see below); • Other charges: o $ 40 to record additional asset retirement obligations (see Note R) and environmental remediation (see Note S) at previously closed sites; o $ 22 for take-or-pay contract costs at a previously closed site; and, o $ 12 for contract termination costs at the closed Intalco (Washington) smelter; • Reversals: o $ 20 due to lower costs for environmental remediation (see Note S) and asset retirement obligations (see Note R) at the Intalco smelter and a previously closed site. In June 2024, Alcoa completed the full curtailment of the Kwinana refinery, as planned, which was announced in January 2024. As of March 2024, the refinery had approximately 780 employees and this number was reduced to approximately 250 through the fourth quarter of 2024 to manage certain processes that are expected to continue until about the fourth quarter of 2025. At that time, the employee number will be further reduced to approximately 50 . In addition to the employees separating as a result of the curtailment, approximately 290 employees have terminated through the productivity program announced in the third quarter of 2023 or redeployed to other Alcoa operations. The Company recorded net charges of $ 287 in Restructuring and other charges, net on the Statement of Consolidated Operations comprised of other costs of $ 232 for water management costs ($ 220 ) and take-or-pay contracts ($ 12 ), severance and employee termination costs of $ 41 , asset retirement obligations of $ 9 (see Note R), and asset impairments of $ 5 . Payments related to other costs and severance and employee termination costs were $ 136 in 2024 (which included existing employee related liabilities). Additional cash outlays of approximately $ 140 are expected through 2025. 2023 Actions. In 2023 , Alcoa Corporation recorded Restructuring and other charges, net, of $ 184 which were primarily comprised of the following components: • Non-cash settlement charges related to pension benefits (see Note O): o $ 21 related to the purchase of group annuity contracts to transfer approximately $ 235 of pension obligations and assets associated with defined benefit pension plans for approximately 530 Canadian retirees and beneficiaries; • Charges related to portfolio actions: o $ 101 for the permanent closure of the previously curtailed Intalco smelter (see below); o $ 53 for the updated viability agreement for the San Ciprián (Spain) smelter; and, o $ 11 for employee termination and severance costs, primarily related to the Kwinana refinery productivity program (see below); 87 • Other net charges: o $ 17 to record additional environmental remediation and asset retirement obligations at previously closed sites (see Note R and Note S); o $ 19 benefit for the sale of unused carbon credits at a previously closed site; o $ 1 to record additional asset retirement obligations at Warrick Operations (Indiana) (see Note R); and, o $ 1 for additional take-or-pay contract costs at a previously closed site and the Intalco smelter; • Reversals: o $ 2 due to lower costs for demolition obligations at previously closed sites (see Note R). In December 2023, Alcoa began the closure of a line at its Warrick Operations site that had not operated since 2016 to allow for future capital investments to improve casting capabilities. The Company recorded a charge of $ 1 in Restructuring and other charges, net on the Statement of Consolidated Operations to establish reserves related to demolition obligations. Additionally, Alcoa recorded $ 1 in Cost of goods sold on the Statement of Consolidated Operations to write-off the remaining net book value of related inventory. In September 2023, the Company initiated productivity programs across its operations in Australia to mitigate the financial impacts of lower grade bauxite and to optimize operating levels. In connection with this program, the Company recorded Restructuring and other charges, net of $ 6 for employee termination and severance costs for approximately 90 employees at the Kwinana refinery. This program was completed in September 2024. In March 2023, Alcoa Corporation announced the closure of the Intalco aluminum smelter, which had been fully curtailed since 2020. The Company recorded charges of $ 117 related to the closure, including a charge of $ 16 in Cost of goods sold on the Statement of Consolidated Operations to write-down remaining inventories to net realizable value and a charge of $ 101 in Restructuring and other charges, net on the Statement of Consolidated Operations. The restructuring charges were comprised of asset impairments of $ 50 , environmental remediation and demolition obligations of $ 50 , and severance and employee termination costs of $ 1 for the separation of approximately 12 employees. In February 2023, the Company reached an updated viability agreement with the workers’ representatives of the San Ciprián smelter to commence the restart process in phases beginning in January 2024. The smelter was curtailed in January 2022 as a result of an agreement reached with the workers’ representatives in December 2021. Under the terms of the updated viability agreement, the Company is responsible for certain employee obligations during 2023 through 2025 and made commitments for capital improvements of $ 78 . The Company recorded charges of $ 53 in Restructuring and other charges, net on the Statement of Consolidated Operations to establish the related reserve for employee obligations in 2023. Cash outlays related to these obligations were $ 7 in 2023, $ 34 in 2024 and the remainder is expected in 2025. At December 31 2024, the Company has restricted cash of $ 86 to be made available for remaining capital improvement commitments and smelter restart costs, under the terms of the December 2021 and February 2023 viability agreements. Restricted cash is included in Prepaid expenses and other current assets and Other noncurrent assets on the Consolidated Balance Sheet (see Note U). Cash payments in 2023 also included $ 31 related to certain employee obligations under the December 2021 agreement; cash payments related to these obligations were complete as of December 31, 2023. 2022 Actions. In 2022 Alcoa Corporation recorded Restructuring and other charges, net, of $ 696 which were primarily comprised of the following components: • Non-cash settlement charges related to pension benefits (see Note O): o $ 635 related to the purchase of group annuity contracts to transfer approximately $ 1,000 of pension obligations and assets associated with defined benefit pension plans for approximately 4,400 United States retirees and beneficiaries, as well as lump sum settlements; • Charges related to portfolio actions: o $ 79 for the agreement reached with the workers of the divested Avilés and La Coruña facilities to settle various legal disputes related to the 2019 divestiture (see Note S); o $ 58 for an asset impairment related to the sale of the Company’s interest in MRN (see Note H); and, o $ 29 related to the closure of the previously curtailed magnesium smelter facility in Addy (Washington) (see below); • Other charges and credits: o $ 26 to record additional environmental remediation and asset retirement obligations at previously closed sites (see Note R and Note S); and, o $ 7 net credit for revaluation of adjustments to take-or-pay contract reserves at a previously closed site and the Intalco smelter; • Reversals: o $ 83 for the release of a valuation allowance on Brazil value added taxes (VAT) (see Note U); and, o $ 34 due to lower costs for demolition obligations and environmental remediation at previously closed sites (see Note S). 88 In July 2022, Alcoa made the decision to permanently close the previously curtailed magnesium smelter in Addy. The facility had been fully curtailed since 2001. The Company recorded a charge of $ 29 to establish reserves for environmental remediation and demolition obligations in Restructuring and other charges, net on the Statement of Consolidated Operations in the third quarter of 2022. Alcoa Corporation does not include Restructuring and other charges, net in the results of its reportable segments. The impact of allocating such charges to segment results would have been as follows: 2024 2023 2022 Alumina $ 287 $ 8 $ ( 27 ) Aluminum — 169 82 Segment total 287 177 55 Corporate 54 7 641 Total Restructuring and other charges, net $ 341 $ 184 $ 696 Activity and reserve balances for restructuring charges were as follows: Severance and employee termination costs Other costs Total Balances at December 31, 2021 $ 3 $ 90 $ 93 Restructuring charges, net 1 73 74 Cash payments ( 2 ) ( 37 ) ( 39 ) Reversals and other ( 1 ) ( 10 ) ( 11 ) Balances at December 31, 2022 1 116 117 Restructuring charges, net 11 55 66 Cash payments ( 6 ) ( 118 ) ( 124 ) Reversals and other — 4 4 Balances at December 31, 2023 6 57 63 Restructuring charges, net 44 264 308 Cash payments ( 38 ) ( 145 ) ( 183 ) Reversals and other 1 ( 8 ) ( 7 ) Balances at December 31, 2024 $ 13 $ 168 $ 181 The activity and reserve balances include only Restructuring and other charges, net that impact the reserves for Severance and employee termination costs and Other costs. Restructuring and other charges, net that affected other accounts such as Investments (see Note H), Accrued pension benefits and Accrued other postretirement benefits (see Note O), Asset retirement obligations (see Note R), Environmental remediation (see Note S), and Other noncurrent assets (see Note U) are excluded from the above activity and balances. Reversals and other include reversals of previously recorded liabilities and foreign currency translation impacts. The current portion of the reserve balance is reflected in Other current liabilities on the Consolidated Balance Sheet and the noncurrent portion of the reserve balance is reflected in Other noncurrent liabilities and deferred credits on the Consolidated Balance Sheet. The noncurrent portion of the reserve was $ 8 and $ 15 at December 31, 2024 and 2023 , respectively. E. Segmen t and Related Information Segment Information Alcoa Corporation is a producer of bauxite, alumina, and aluminum products. The Company has two operating and reportable segments: (i) Alumina and (ii) Aluminum. The primary measure of performance reported to Alcoa Corporation's President and Chief Executive Officer (identified as the Company's CODM) is Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) for each segment. The Company calculates Segment Adjusted EBITDA as Total sales (third-party and intersegment) minus the following items: Cost of goods sold; Selling, general administrative, and other expenses; and Research and development expenses. Alcoa Corporation’s Segment Adjusted EBITDA may not be comparable to similarly titled measures of other companies. The CODM regularly reviews Segment Adjusted EBITDA to assess performance and allocate resources (including employees, property, and financial or capital resources) in the planning and strategic review process. 89 Segment assets include, among others, customer receivables (third-party and intersegment), inventories, properties, plants, and equipment, and equity investments. The accounting policies of the segments are the same as those described in the Summary of Significant Accounting Policies (see Note B). Transactions between segments are established based on negotiation between the parties. Differences between segment totals and Alcoa Corporation’s consolidated totals for line items not reconciled are in Corporate. The following are detailed descriptions of Alcoa Corporation’s reportable segments: Alumina. This segment represents the Company’s worldwide refining system, including the mining of bauxite, which is then refined into alumina. A portion of this segment’s bauxite production represents the offtake from equity method investments in Brazil (prior to the MRN sale in April 2022) and Guinea, as well as Alcoa's share of bauxite production related to an equity investment in Saudi Arabia. Bauxite mined is primarily used internally within the Alumina segment; a portion of the bauxite is sold to external customers. Bauxite sales to third-parties are conducted on a contract basis. The alumina produced by this segment is sold primarily to internal and external aluminum smelter customers; a portion of the alumina is sold to external customers who process it into industrial chemical products. Approximately two-thirds of Alumina’s production is sold under supply contracts to third parties worldwide, while the remainder is used internally by the Aluminum segment. Alumina produced by this segment and used internally is transferred to the Aluminum segment at prevailing market prices. A portion of this segment’s third-party sales are completed through alumina traders. Generally, this segment’s sales are transacted in U.S. dollars while costs and expenses are transacted in the local currency of the respective operations, which are the Australian dollar, the Brazilian real, and the euro. Most of the operations that comprise the Alumina segment are part of AWAC, which is now wholly-owned by Alcoa (see Principles of Consolidation in Note A). This segment also includes Alcoa's 25.1 % ownership interest in a mining and refining joint venture company in Saudi Arabia (see Note H). Aluminum. This segment consists of the Company’s (i) worldwide smelting and casthouse system, which processes alumina into primary aluminum, and (ii) portfolio of energy assets in Brazil, Canada, and the United States. Aluminum’s combined smelting and casting operations produce primary aluminum products, nearly all of which are sold to external customers and traders. The smelting operations produce molten primary aluminum, which is then formed by the casting operations into either common alloy ingot (e.g., t-bar, sow, standard ingot) or into value-add ingot products (e.g., foundry, billet, rod, and slab). A variety of external customers purchase the primary aluminum products for use in fabrication operations, which produce products primarily for the transportation, building and construction, packaging, wire, and other industrial markets. Results from the sale of aluminum powder and scrap are also included in this segment, as well as the impacts of embedded aluminum derivatives (see Note P) related to energy supply contracts. The energy assets supply power to external customers in Brazil and the United States, as well as internal customers in the Aluminum segment (Canadian smelters and Warrick (Indiana) smelter) and, to a lesser extent, the Alumina segment (Brazilian refineries). Generally, this segment’s aluminum sales are transacted in U.S. dollars while costs and expenses of this segment are transacted in the local currency of the respective operations, which are the U.S. dollar, the euro, the Norwegian krone, the Icelandic króna, the Canadian dollar, the Brazilian real, and the Australian dollar. This segment also includes Alcoa Corporation’s 25.1 % ownership interest in a smelting joint venture company in Saudi Arabia (see Note H). 90 The operating results, capital expenditures, and assets of Alcoa Corporation’s reportable segments were as follows: Alumina Aluminum Total 202 4 Sales: Third-party sales $ 4,662 $ 7,230 $ 11,892 Intersegment sales 2,263 16 2,279 Total sales $ 6,925 $ 7,246 $ 14,171 Adjusted operating costs (1) 3,110 5,488 8,598 Other segment items (2) 2,407 1,101 3,508 Segment Adjusted EBITDA $ 1,408 $ 657 $ 2,065 Supplemental information: Depreciation, depletion, and amortization $ 348 $ 272 $ 620 Equity income (loss) 22 ( 5 ) 17 Capital expenditures 367 197 564 2023 Sales: Third-party sales $ 3,613 $ 6,925 $ 10,538 Intersegment sales 1,648 15 1,663 Total sales $ 5,261 $ 6,940 $ 12,201 Adjusted operating costs (1) 3,487 5,281 8,768 Other segment items (2) 1,501 1,198 2,699 Segment Adjusted EBITDA $ 273 $ 461 $ 734 Supplemental information: Depreciation, depletion, and amortization $ 333 $ 277 $ 610 Equity loss ( 48 ) ( 106 ) ( 154 ) Capital expenditures 323 198 521 2022 Sales: Third-party sales $ 3,724 $ 8,735 $ 12,459 Intersegment sales 1,708 27 1,735 Total sales $ 5,432 $ 8,762 $ 14,194 Adjusted operating costs (1) 3,745 5,603 9,348 Other segment items (2) 899 1,667 2,566 Segment Adjusted EBITDA $ 788 $ 1,492 $ 2,280 Supplemental information: Depreciation, depletion, and amortization $ 312 $ 283 $ 595 Equity (loss) income ( 39 ) 48 9 Capital expenditures 320 153 473 2024 Assets: Equity investments $ 420 $ 546 $ 966 Total assets 6,138 6,129 12,267 2023 Assets: Equity investments $ 395 $ 569 $ 964 Total assets 6,153 5,854 12,007 (1) Adjusted operating costs include all production related costs for alumina or aluminum produced and shipped: raw materials consumed; conversion costs, such as labor, materials, and utilities; and plant administrative expenses. (2) Other segment items include costs associated with trading activity, the Alumina segment’s purchase of bauxite from offtake or other supply agreements, the Alumina segment’s commercial shipping services, and the Aluminum segment’s energy assets; other direct and non-production related charges; Selling, general administrative, and other expenses; and Research and development expenses. 91 The following tables reconcile certain segment information to consolidated totals: 2024 2023 2022 Sales: Total segment sales $ 14,171 $ 12,201 $ 14,194 Elimination of intersegment sales ( 2,279 ) ( 1,663 ) ( 1,735 ) Other 3 13 ( 8 ) Consolidated sales $ 11,895 $ 10,551 $ 12,451 2024 2023 2022 Net income (loss) attributable to Alcoa Corporation: Total Segment Adjusted EBITDA $ 2,065 $ 734 $ 2,280 Unallocated amounts: Transformation (1) ( 62 ) ( 80 ) ( 66 ) Intersegment eliminations ( 231 ) 7 138 Corporate expenses (2) ( 160 ) ( 133 ) ( 128 ) Provision for depreciation, depletion, and amortization ( 642 ) ( 632 ) ( 617 ) Restructuring and other charges, net (D) ( 341 ) ( 184 ) ( 696 ) Interest expense (U) ( 156 ) ( 107 ) ( 106 ) Other (expenses) income, net (U) ( 91 ) ( 134 ) 118 Other (3) ( 93 ) ( 55 ) ( 221 ) Consolidated income (loss) before income taxes 289 ( 584 ) 702 Provision for income taxes (Q) ( 265 ) ( 189 ) ( 664 ) Net loss (income) attributable to noncontrolling interest 36 122 ( 161 ) Consolidated net income (loss) attributable to Alcoa Corporation $ 60 $ ( 651 ) $ ( 123 ) (1) Transformation includes, among other items, the Adjusted EBITDA of previously closed operations. (2) Corporate expenses are composed of general administrative and other expenses of operating the corporate headquarters and other global administrative facilities, as well as research and development expenses of the corporate technical center. (3) Other includes certain items that are not included in the Adjusted EBITDA of the reportable segments. December 31, 2024 2023 Assets: Total segment assets $ 12,267 $ 12,007 Elimination of intersegment receivables ( 364 ) ( 159 ) Unallocated amounts: Cash and cash equivalents 1,138 944 Corporate fixed assets, net 366 392 Corporate goodwill 139 142 Deferred income taxes 284 333 Pension assets 128 125 Other 106 371 Consolidated assets $ 14,064 $ 14,155 Product Information Alcoa Corporation has four product divisions as follows: Bauxite— Bauxite is a reddish clay rock that is mined from the surface of the earth’s terrain. This ore is the basic raw material used to produce alumina and is the primary source of aluminum. Alumina— Alumina is an oxide that is extracted from bauxite and is the basic raw material used to produce primary aluminum. This product can also be consumed for non-metallurgical purposes, such as industrial chemical products. Primary aluminum— Primary aluminum is metal in the form of a common alloy ingot or a value-add ingot (e.g., foundry, billet, rod, and slab). These products are sold primarily to customers that produce products for the transportation, building and construction, packaging, wire, and other industrial markets, and traders. 92 Energy— Energy is the generation of electricity, which is sold in the wholesale market to traders, large industrial consumers, distribution companies, and other generation companies. The following table represents the general commercial profile of the Company’s Bauxite, Alumina, and Primary aluminum product divisions (see text below table for Energy): Product division Pricing components Shipping terms (3) Payment terms (4) Bauxite Negotiated FOB/CIF LC Sight Alumina: Smelter grade API (1) /spot/fixed FOB/CIF LC Sight/CAD/Net 30 days Non-metallurgical Negotiated FOB/CIF Net 30 days Primary aluminum: Common alloy ingot LME + Regional premium (2) DAP/CIF/DDP Net 30 to 45 days Value add ingot LME + Regional premium + Product premium (2) DAP/CIF/DDP Net 30 to 45 days (1) API (Alumina Price Index) is a pricing mechanism that is calculated by the Company based on the weighted average of a prior month’s daily spot prices published by the following three indices: CRU Metallurgical Grade Alumina Price, Platts Metals Daily Alumina PAX Price, and FastMarkets Metal Bulletin Non-Ferrous Metals Alumina Index. (2) LME (London Metal Exchange) is a globally recognized exchange for commodity trading, including aluminum. The LME pricing component represents the underlying base metal component, based on quoted prices for aluminum on the exchange. The regional premium represents the incremental price over the base LME component that is associated with the physical delivery of metal to a particular region (e.g., the Midwest premium for metal sold in the United States). The product premium represents the incremental price for receiving physical metal in a particular shape or alloy. (3) CIF (cost, insurance, and freight) means that the Company pays for these items until the product reaches the buyer’s designated destination point related to transportation by vessel. DAP (delivered at place) means the same as CIF related to all methods of transportation. FOB (free on board) means that the Company pays for costs, insurance, and freight until the product reaches the seller’s designated shipping point. DDP (delivered duty paid) means that the Company pays for all costs and risks, including export and import clearance, transport costs, and customs formalities, until the product reaches the buyer’s designated destination point. (4) The net number of days means that the customer is required to remit payment to the Company for the invoice amount within the designated number of days. LC Sight is a letter of credit that is payable immediately (usually within five to ten business days) after a seller meets the requirements of the letter of credit (i.e. shipping documents that evidence the seller performed its obligations as agreed to with a buyer). CAD (cash against documents) is a payment arrangement in which a seller instructs a bank to provide shipping and title documents to the buyer at the time the buyer pays in full the accompanying bill of exchange. For the Company’s Energy product division, sales of electricity are based on current market prices. Electricity is provided to customers on demand through a national or regional power grid; the customer simultaneously receives and consumes the electricity. Payment terms are generally within 10 days related to the previous 30 days of electricity consumption. The following table details Alcoa Corporation’s Sales by product division: 2024 2023 2022 Sales: Aluminum $ 7,359 $ 7,045 $ 8,887 Alumina 4,246 3,103 3,478 Bauxite 376 466 168 Energy 147 118 201 Other (1) ( 233 ) ( 181 ) ( 283 ) $ 11,895 $ 10,551 $ 12,451 (1) Other includes realized gains and losses related to embedded derivative instruments designated as cash flow hedges of forward sales of aluminum (see Note P ). 93 Geographic Area Information Geographic information for Third-party sales was as follows (based upon the country where the point of sale originated): 2024 2023 2022 Sales: United States (1) $ 5,365 $ 4,993 $ 5,462 Australia 3,128 2,240 2,742 Netherlands (2) 2,193 2,261 3,031 Brazil 878 735 527 Spain 293 289 618 Other 38 33 71 $ 11,895 $ 10,551 $ 12,451 (1) Sales of a portion of the alumina from refineries in Australia and Brazil, most of the aluminum from smelters in Canada, and aluminum off-take related to an interest in the Saudi Arabia joint venture (see Note H), occurred in the United States. (2) Sales of aluminum from smelters in Iceland and Norway occurred in the Netherlands. Geographic information for long-lived assets was as follows (based upon the physical location of the assets): December 31, 2024 2023 Long-lived assets: Australia $ 1,947 $ 2,046 Brazil 1,354 1,550 Canada 903 896 Iceland 901 950 United States 749 780 Norway 288 310 Spain 244 250 Other 3 3 $ 6,389 $ 6,785 94 F. Earnings Per Share Following the issuance of preferred stock on August 1, 2024 (see Note N), basic earnings per share (EPS) is calculated using the two-class method. Under the two-class method, earnings are allocated to Alcoa common stock and preferred stock based on the pro-rata share of each class outstanding. Diluted EPS assumes the issuance of common stock for all potentially dilutive share equivalents outstanding. Diluted EPS is calculated under both the two-class and if-converted methods, and the more dilutive amount is reported. In 2024, dividends paid on preferred stock were $ 1 and undistributed earnings of $ 3 were allocated to preferred stock under the two-class method. The share information used to compute basic and diluted EPS attributable to Alcoa Corporation common shareholders was as follows (shares in millions): 2024 2023 2022 Average shares outstanding—basic 212 178 181 Effect of dilutive securities: Stock options — — — Stock units 2 — — Average shares outstanding—diluted 214 178 181 In 2023, basic average shares outstanding and diluted average shares outstanding were the same because the effect of potential shares of common stock was anti-dilutive. Had Alcoa generated net income in 2023, three million common share equivalents related to three million outstanding stock units and stock options combined would have been included in diluted average shares outstanding for the period. In 2022 , basic average shares outstanding and diluted average shares outstanding were the same because the effect of potential shares of common stock was anti-dilutive. Had Alcoa generated net income in 2022, three million common share equivalents related to five million outstanding stock units and stock options combined would have been included in diluted average shares outstanding for the period. 95 G. Accumulated Other Comprehensive Loss The following table details the activity of the three components that comprise Accumulated other comprehensive loss for both Alcoa Corporation’s shareholders and Noncontrolling interest: Alcoa Corporation Noncontrolling interest 2024 2023 2022 2024 2023 2022 Pension and other postretirement benefits (O) Balance at beginning of period $ — $ 62 $ ( 882 ) $ ( 15 ) $ ( 5 ) $ ( 13 ) Other comprehensive (loss) income: Unrecognized net actuarial gain/loss and prior service cost/benefit ( 17 ) ( 112 ) 263 5 ( 13 ) 7 Tax (expense) benefit (2) ( 4 ) 17 ( 42 ) ( 2 ) 2 — Total Other comprehensive (loss) income before reclassifications, net of tax ( 21 ) ( 95 ) 221 3 ( 11 ) 7 Amortization of net actuarial gain/loss and prior service cost/benefit (1) 21 39 723 1 1 1 Tax expense (2) — ( 6 ) — — — — Total amount reclassified from Accumulated other comprehensive loss, net of tax (7) 21 33 723 1 1 1 Total Other comprehensive (loss) income — ( 62 ) 944 4 ( 10 ) 8 Acquisition of noncontrolling interest (C) ( 11 ) — — 11 — — Balance at end of period $ ( 11 ) $ — $ 62 $ — $ ( 15 ) $ ( 5 ) Foreign currency translation Balance at beginning of period $ ( 2,593 ) $ ( 2,685 ) $ ( 2,614 ) $ ( 983 ) $ ( 1,040 ) $ ( 937 ) Other comprehensive (loss) income ( 513 ) 92 ( 71 ) ( 105 ) 57 ( 103 ) Acquisition of noncontrolling interest (C) ( 1,088 ) — — 1,088 — — Balance at end of period $ ( 4,194 ) $ ( 2,593 ) $ ( 2,685 ) $ — $ ( 983 ) $ ( 1,040 ) Cash flow hedges (P) Balance at beginning of period $ ( 1,052 ) $ ( 916 ) $ ( 1,096 ) $ — $ 1 $ ( 1 ) Other comprehensive (loss) income: Net change from periodic revaluations ( 93 ) ( 295 ) ( 119 ) — — 2 Tax benefit (2) 7 70 43 — — — Total Other comprehensive (loss) income before reclassifications, net of tax ( 86 ) ( 225 ) ( 76 ) — — 2 Net amount reclassified to earnings: Aluminum contracts (3) 290 181 316 — — — Financial contracts (4) — ( 20 ) — — — — Interest rate contracts (5) ( 1 ) ( 5 ) 5 — ( 1 ) — Foreign exchange contracts (6) ( 1 ) ( 26 ) ( 5 ) — — — Sub-total 288 130 316 — ( 1 ) — Tax expense (2) ( 55 ) ( 41 ) ( 60 ) — — — Total amount reclassified from Accumulated other comprehensive loss, net of tax (7) 233 89 256 — ( 1 ) — Total Other comprehensive income (loss) 147 ( 136 ) 180 — ( 1 ) 2 Balance at end of period $ ( 905 ) $ ( 1,052 ) $ ( 916 ) $ — $ — $ 1 Total Accumulated other comprehensive loss $ ( 5,110 ) $ ( 3,645 ) $ ( 3,539 ) $ — $ ( 998 ) $ ( 1,044 ) (1) These amounts were included in the computation of net periodic benefit cost for pension and other postretirement benefits. The amounts related to settlements and/or curtailments of certain pension and other postretirement benefits for Alcoa Corporation include ($ 1 ), $ 21 , and $ 633 for the years ended December 31, 2024, 2023, and 2022, respectively (see Note O). The amounts related to settlements and/or curtailments of certain pension and other postretirement benefits for Noncontrolling interest were immaterial for the years ended December 31, 2024, 2023, and 2022. (2) These amounts were reported in Provision for income taxes on the accompanying Statement of Consolidated Operations. (3) These amounts were reported in Sales on the accompanying Statement of Consolidated Operations. (4) These amounts were reported in Cost of goods sold on the accompanying Statement of Consolidated Operations. (5) These amounts were included in Other expenses (income), net on the accompanying Statement of Consolidated Operations. (6) In 2024, $ 1 was reported in Cost of goods sold and ($ 2 ) was reported in Sales on the accompanying Statement of Consolidated Operations. In 2023, $ 5 was reported in Cost of goods sold and ($ 31 ) was reported in Sales on the accompanying Statement of Consolidated Operations. In 2022, $ 5 was reported in Cost of goods sold and ($ 10 ) was reported in Sales on the accompanying Statement of Consolidated Operations. (7) A positive amount indicates a corresponding charge to earnings and a negative amount indicates a corresponding benefit to earnings. 96 H. Investments December 31, 2024 2023 Equity investments $ 970 $ 969 Other investments 10 10 $ 980 $ 979 Equity Investments. The following table summarizes information of Alcoa Corporation’s equity investments as of December 31, 2024 and 2023 . In 2024, 2023, and 2022 , Alcoa Corporation received $ 37 , $ 51 , and $ 127 , respectively, in dividends from these equity investments. Each of the investees either owns the facility listed or has an ownership interest in an entity that owns the facility listed: Investee Country Nature of investment Income Statement Location of Equity Earnings Ownership interest Ma’aden Aluminium Company Saudi Arabia Aluminum smelter and casthouse Other expenses (income), net 25.1 % Ma’aden Bauxite and Alumina Company Saudi Arabia Bauxite mine and alumina refinery Other expenses (income), net 25.1 % Halco Mining, Inc. Guinea Bauxite mine Cost of goods sold 45 % Energética Barra Grande S.A. Brazil Hydroelectric generation facility Cost of goods sold 42.18 % Pechiney Reynolds Quebec, Inc. Canada Aluminum smelter Cost of goods sold 50 % Serra do Facão Energia S/A Brazil Hydroelectric generation facility Cost of goods sold 34.97 % Manicouagan Power Limited Partnership Canada Hydroelectric generation facility Cost of goods sold 40 % Elysis TM Limited Partnership Canada Aluminum smelting technology Other expenses (income), net 48.235 % Saudi Arabia Joint Venture— Alcoa Corporation and Ma’aden have a 30 -year (from December 2009) joint venture shareholders agreement (automatic extension for an additional 20 years, unless the parties agree otherwise or unless earlier terminated) setting forth the terms for the development, construction, ownership, and operation of an integrated aluminum complex in Saudi Arabia. The joint venture complex includes a bauxite mine from the Al Ba’itha bauxite deposit in the northern part of Saudi Arabia, an alumina refinery, and a primary aluminum smelter. The joint venture is owned 74.9 % by Ma’aden and 25.1 % by Alcoa Corporation and is currently comprised of two entities: the bauxite mine and alumina refinery (Ma’aden Bauxite and Alumina Company; MBAC) and the smelter (Ma’aden Aluminium Company; MAC). On September 15, 2024, Alcoa entered into a share purchase and subscription agreement with Ma’aden, pursuant to which Alcoa agreed to sell its full ownership interest of 25.1 % in MBAC and MAC to Ma’aden in exchange for issuance by Ma’aden of 85,977,547 shares and $ 150 in cash (see Note C). The results for the Saudi Arabia joint venture for the year ended December 31, 2022 include a charge related to a dispute with an industrial utility for periods in 2021 and 2022. Alcoa’s share of this charge was $ 21 which is included in Other expenses (income), net on the Statement of Consolidated Operations for the year ended December 31, 2022. The results for the Saudi Arabia joint venture for the year ended December 31, 2023 include an adjustment to the estimate for the settlement of this dispute. Alcoa’s share of this adjustment is $ 41 which is included in Other expenses (income), net on the Statement of Consolidated Operations for the year ended December 31, 2023. As of December 31, 2024 and 2023 , the carrying value of Alcoa’s investment in this joint venture was $ 544 and $ 533 , respectively. ELYSIS Limited Partnership— In June 2018, Alcoa Corporation, Rio Tinto Alcan Inc. (Rio Tinto), and Investissement Québec, a company wholly-owned by the Government of Québec, Canada, launched the ELYSIS Limited Partnership (ELYSIS). The purpose of ELYSIS is to advance larger scale development and commercialization of its patent-protected technology that eliminates direct greenhouse gas emissions from the traditional aluminum smelting process and, instead, emits oxygen. Alcoa and Rio Tinto, as general partners, each own a 48.235 % stake in ELYSIS, and Investissement Québec, as a limited partner, owns a 3.53 % stake. Through December 31, 2024 , the Company has contributed $ 152 (C$ 202 ) toward its investment commitment in ELYSIS. The Company’s basis in the investment has been reduced to zero for its share of losses incurred to date. In addition to cash contributions, Alcoa is contributing approximately $ 3 annually to cover overhead expenses incurred by Alcoa and charged to the joint venture. As a result, the Company has $ 67 in unrecognized losses as of December 31, 2024 that will be recognized upon additional contributions into the partnership. 97 The following table summarizes the profit and loss data for the respective periods ended December 31, as it relates to Alcoa Corporation’s equity investments. Information shown for the Saudi Arabia Joint Venture for all periods presented includes the combined balances for MAC and MBAC. The investments are grouped based on the nature of the investment. The Mining investments are part of the Alumina segment, while the Energy and Other investments are primarily part of the Aluminum segment. Saudi Arabia Joint Venture Mining Energy Other 2024 Sales $ 3,328 $ 573 $ 240 $ 463 Cost of goods sold 2,681 432 107 419 Net income (loss) 134 26 112 ( 68 ) Equity in net income (loss) of affiliated companies, before reconciling adjustments 34 12 44 ( 32 ) Other ( 21 ) — ( 6 ) 9 Alcoa Corporation’s equity in net income (loss) of affiliated companies 13 12 38 ( 23 ) 2023 Sales $ 2,726 $ 670 $ 236 $ 464 Cost of goods sold 2,550 446 118 425 Net (loss) income ( 457 ) 50 100 ( 97 ) Equity in net (loss) income of affiliated companies, before reconciling adjustments ( 115 ) 23 39 ( 46 ) Other ( 43 ) — 1 ( 9 ) Alcoa Corporation’s equity in net (loss) income of affiliated companies ( 158 ) 23 40 ( 55 ) 2022 Sales $ 3,317 $ 763 $ 252 $ 488 Cost of goods sold 2,696 488 120 445 Net income (loss) 42 110 109 ( 75 ) Equity in net income (loss) of affiliated companies, before reconciling adjustments 11 39 41 ( 36 ) Other ( 7 ) ( 2 ) ( 3 ) 15 Alcoa Corporation’s equity in net income (loss) of affiliated companies 4 37 38 ( 21 ) The following table summarizes the balance sheet data for the respective periods ended December 31, as it relates to Alcoa Corporation’s equity investments. Saudi Arabia Joint Venture Mining Energy Other 2024 Current assets $ 1,456 $ 4 $ 99 $ 177 Noncurrent assets 7,035 454 240 777 Current liabilities 1,227 4 16 85 Noncurrent liabilities 4,534 35 35 120 2023 Current assets $ 1,433 $ 8 $ 103 $ 181 Noncurrent assets 6,958 419 310 764 Current liabilities 1,444 5 16 89 Noncurrent liabilities 4,272 24 34 117 On February 15, 2022, the Company signed an agreement to sell its share of its investment in MRN in Brazil for $ 10 to South32 Minerals S.A. Related to this transaction, the Company recorded an asset impairment of $ 58 in the first quarter of 2022 in Restructuring and other charges, net on the Statement of Consolidated Operations. On April 30, 2022, Alcoa completed the sale of its investment in MRN. An additional $ 30 in cash could be paid to the Company in the future if certain post-closing conditions related to future MRN mine development are satisfied. 98 I. Receivables In November 2024, a wholly-owned special purpose entity (SPE) of the Company amended an agreement with a financial institution to increase the amount of certain customer receivables that can be transferred without recourse on a revolving basis from $ 130 to $ 150 and to extend the maturity to November 14, 2025. The agreement was initially entered into in 2023. Company subsidiaries sell customer receivables to the SPE, which then transfers the receivables to the financial institution. The Company does not maintain effective control over the transferred receivables, and therefore accounts for the transfers as sales of receivables. Alcoa Corporation guarantees the performance obligations of the Company subsidiaries, and unsold customer receivables are pledged as collateral to the financial institution to secure the sold receivables. The SPE held unsold customer receivables of $ 247 and $ 104 pledged as collateral against the sold receivables as of December 31, 2024 and 2023, respectively. The Company continues to service the customer receivables that were transferred to the financial institution. As Alcoa collects customer payments, the SPE transfers additional receivables to the financial institution rather than remitting cash. In 2024, the Company sold gross customer receivables of $ 1,186 , and reinvested collections of $ 1,170 from previously sold receivables, resulting in net cash proceeds from the financial institution of $ 16 . In 2023, the Company sold gross customer receivables of $ 591 , and reinvested collections of $ 477 from previously sold receivables, resulting in net cash proceeds from the financial institution of $ 114 . Cash collections from previously sold receivables yet to be reinvested of $ 50 and $ 99 were included in Accounts payable, trade on the accompanying Consolidated Balance Sheet as of December 31, 2024 and 2023, respectively. Cash received from sold receivables under the agreement are presented within operating activities in the Statement of Consolidated Cash Flows. J. Inventories December 31, 2024 2023 Finished goods $ 406 $ 355 Work-in-process 251 287 Bauxite and alumina 551 586 Purchased raw materials 546 700 Operating supplies 244 230 $ 1,998 $ 2,158 K. Properties, Plants, and Equipment, Net December 31, 2024 2023 Land and land rights, including mines $ 233 $ 257 Structures (by type of operation): Bauxite mining and alumina refining 3,736 4,085 Aluminum smelting and casting 3,214 3,274 Energy generation 334 380 Other 344 357 7,628 8,096 Machinery and equipment (by type of operation): Bauxite mining and alumina refining 4,218 4,352 Aluminum smelting and casting 5,551 5,781 Energy generation 855 869 Other 453 457 11,077 11,459 18,938 19,812 Less: accumulated depreciation, depletion, and amortization 13,161 13,596 5,777 6,216 Construction work-in-progress 612 569 $ 6,389 $ 6,785 99 L. Goodwill and Other Intangible Assets Goodwill, which is included in Other noncurrent assets on the accompanying Consolidated Balance Sheet, was as follows: December 31, 2024 2023 Alumina $ 3 $ 4 Aluminum — — Corporate (1) 139 142 $ 142 $ 146 (1) The carrying value of Corporate’s goodwill is net of accumulated impairment losses of $ 742 as of both December 31, 2024 and 2023. As of December 31, 2024 , the $ 139 of goodwill reflected in Corporate is allocated to Alcoa Corporation's Alumina reportable segment for purposes of impairment testing (see Note B). This goodwill is reflected in Corporate for segment reporting purposes because it is not included in management’s assessment of performance by the reportable segment. Changes in the carrying amount of goodwill were attributable to foreign currency translation as of December 31, 2024 and 2023 . Management performed a quantitative assessment for the Alumina reporting unit in the fourth quarter 2024 . The estimated fair value of the Alumina reporting unit was substantially in excess of its carrying value, resulting in no impairment. Other intangible assets, which are included in Other noncurrent assets on the accompanying Consolidated Balance Sheet, were as follows: 2024 2023 December 31, Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Computer software $ 203 $ ( 190 ) $ 13 $ 207 $ ( 194 ) $ 13 Patents and licenses 25 ( 11 ) 14 25 ( 10 ) 15 Other intangibles 20 ( 11 ) 9 21 ( 12 ) 9 Total other intangible assets $ 248 $ ( 212 ) $ 36 $ 253 $ ( 216 ) $ 37 Computer software consists primarily of software costs associated with the enterprise business solution within Alcoa to drive common systems among all businesses. Amortization expense related to the intangible assets in the table above for the years ended December 31, 2024, 2023, and 2022 was $ 5 , $ 5 , and $ 7 , respectively, and is expected to be approximately $ 5 annually from 2025 to 2029. M. Debt Short-term Borrowings. December 31, 2024 2023 Short-term borrowings $ 50 $ 56 Short-term borrowings are reported in Other current liabilities on the accompanying Consolidated Balance Sheet. Inventory Repurchase Agreements The Company entered into inventory repurchase agreements whereby the Company sold aluminum to a third party and agreed to subsequently repurchase substantially similar inventory. The Company did not record sales upon each shipment of inventory and the net cash received of $ 50 and $ 56 related to these agreements was recorded in Short-term borrowings within Other current liabilities on the Consolidated Balance Sheet as of December 31, 2024 and December 31, 2023, respectively. The associated inventory sold was reflected in Prepaid expenses and other current assets on the Consolidated Balance Sheet as of December 31, 2024 and December 31, 2023, respectively. 100 For the year ended December 31, 2024, the Company recorded borrowings of $ 88 and repurchased $ 94 of inventory related to these agreements. For the year ended December 31, 2023, the Company recorded borrowings of $ 117 and repurchased $ 61 of inventory related to these agreements. The cash received and subsequently paid under the inventory repurchase agreements is included in Cash provided from financing activities on the Statement of Consolidated Cash Flows for the year-ended December 31, 2024. Long-term Debt. December 31, 2024 2023 5.500% Notes, due 2027 $ 750 $ 750 6.125% Notes, due 2028 500 500 4.125% Notes, due 2029 500 500 7.125% Notes, due 2031 750 — Other 76 82 Unamortized discounts and deferred financing costs ( 31 ) ( 21 ) Total 2,545 1,811 Less: amount due within one year 75 79 Long-term debt, less amount due within one year $ 2,470 $ 1,732 The principal amount of long-term debt maturing in each of the next five years is: $ 75 in 2025, $ 1 in 2026, $ 750 in 2027, $ 500 in 2028, and $ 500 in 2029. At December 31, 2024 , Other includes $ 74 related to a term loan that matures in May 2025 . 144A Debt . 2031 Notes. In March 2024, Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of Alcoa Corporation, completed a Rule 144A (U.S. Securities Act of 1933, as amended) debt issuance for $ 750 aggregate principal amount of 7.125 % Senior Notes due 2031 (the 2031 Notes), which carry a green bond designation, with the following terms: • Net proceeds were approximately $ 737 , reflecting a discount to the initial purchasers as well as issuance costs. The discount, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term; • Interest is paid semi-annually in March and September, which commenced September 15, 2024 ; • Indenture contains customary affirmative and negative covenants, see below; • Option to redeem on at least 10 days, but not more than 60 days, prior notice to the holders under multiple scenarios, including, in whole or in part, at any time, or from time to time on and after March 15, 2027, at the redemption price up to 103.563 % of the principal amount, plus any accrued and unpaid interest; and, • Subject to repurchase upon the occurrence of a change in control repurchase event (as defined in the indenture) at a repurchase price in cash equal to 101 % of the aggregate principal amount of the notes repurchased, plus any accrued and unpaid interest. The Company is utilizing the net proceeds to finance and/or refinance, in whole or in part, new and/or existing qualifying projects on a two-year look back and three-year look forward that meet certain eligibility criteria within its Green Finance Framework. The net proceeds also support the Company's cash position and ongoing cash needs, including with respect to its previously announced portfolio actions. 2029 Notes. In March 2021, ANHBV, a wholly-owned subsidiary of Alcoa Corporation, completed a Rule 144A debt issuance for $ 500 aggregate principal amount of 4.125 % Senior Notes due 2029 (the 2029 Notes) with the following terms: • Net proceeds were approximately $ 493 , reflecting a discount to the initial purchasers as well as issuance costs. The discount, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term; • Interest is paid semi-annually in March and September, which commenced September 30, 2021 ; • Indenture contains customary affirmative and negative covenants, see below; • Option to redeem on at least 10 days, but not more than 60 days, prior notice to the holders under multiple scenarios, including, in whole or in part, at any time, or from time to time after March 31, 2024, at a redemption price up to 102.063 % of the principal amount, plus any accrued and unpaid interest; and, • Subject to repurchase upon the occurrence of a change in control repurchase event (as defined in the indenture) at a repurchase price in cash equal to 101 % of the aggregate principal amount of the notes repurchased, plus any accrued and unpaid interest. 101 The Company used the net proceeds of the 2029 Notes, together with cash on hand, to contribute $ 500 to its U.S. defined benefit pension plans applicable to salaried and hourly employees on April 1, 2021 (see Note O ), to redeem in full $ 750 aggregate principal amount of the Company’s outstanding 6.75 % Senior Notes due 2024 on April 7, 2021, and to pay transaction-related fees and expenses. 2027 Notes. In July 2020, ANHBV completed a Rule 144A debt issuance for $ 750 aggregate principal amount of 5.500 % Senior Notes due 2027 (the 2027 Notes) with the following terms: • Net proceeds were approximately $ 736 , reflecting a discount to the initial purchasers as well as issuance costs. The discount, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term; • Interest is paid semi-annually in June and December, which commenced on December 15, 2020 ; • Indenture contains customary affirmative and negative covenants, see below; • Option to redeem on at least 15 days, but not more than 60 days, prior notice to the holders under multiple scenarios, including, in whole or in part, at any time, or from time to time after June 15, 2023, at a redemption price up to 102.750 % of the principal amount, plus any accrued and unpaid interest; and, • Subject to repurchase upon the occurrence of a change in control repurchase event (as defined in the indenture) at a repurchase price in cash equal to 101 % of the aggregate principal amount of the notes repurchased, plus any accrued and unpaid interest. The Company used the net proceeds of the 2027 Notes for general corporate purposes, including adding cash to its balance sheet. 2028 Notes. In May 2018, ANHBV completed a Rule 144A debt issuance for $ 500 aggregate principal amount of 6.125 % Senior Notes due 2028 (the 2028 Notes) with the following terms: • Net proceeds were approximately $ 492 , reflecting a discount to the initial purchasers as well as issuance costs. The discount, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term; • Interest is paid semi-annually in November and May, which commenced November 15, 2018 ; • Indenture contains customary affirmative and negative covenants, see below; • Option to redeem on at least 30 days, but not more than 60 days, prior notice to the holders under multiple scenarios, including, in whole or in part, at any time, or from time to time after May 2023, at a redemption price up to 103.063 % of the principal amount, plus any accrued and unpaid interest; and, • Subject to repurchase upon the occurrence of a change in control repurchase event (as defined in the indenture) at a repurchase price in cash equal to 101 % of the aggregate principal amount of the notes repurchased, plus any accrued and unpaid interest. The Company used the net proceeds of the 2028 Notes, together with cash on hand, to make discretionary contributions to certain U.S. defined benefit pension plans. The indentures governing the 2027 Notes, the 2028 Notes, the 2029 Notes, and the 2031 Notes contain customary affirmative and negative covenants, such as limitations on liens, limitations on sale and leaseback transactions, and a prohibition on a reduction in the ownership of AWAC entities below an agreed level. The negative covenants in the indentures are less extensive than those in the Revolving Credit Facility (see below). For example, the indentures do not include a limitation on restricted payments, such as repurchases of common stock and dividends to stockholders. The 2027 Notes, the 2028 Notes, the 2029 Notes, and the 2031 Notes are senior unsecured obligations of ANHBV and do not entitle the holders to any registration rights pursuant to a registration rights agreement. ANHBV does not intend to file a registration statement with respect to resales of or an exchange offer for the notes. The notes are guaranteed on a senior unsecured basis by Alcoa Corporation and its subsidiaries that are guarantors under the Revolving Credit Facility (the “subsidiary guarantors” and, together with Alcoa Corporation, the “guarantors”). Each of the subsidiary guarantors will be released from their guarantees upon the occurrence of certain events, including the release of such guarantor from its obligations as a guarantor under the Revolving Credit Facility. The 2027 Notes, the 2028 Notes, the 2029 Notes, and the 2031 Notes rank equally in right of payment with each other and with all of ANHBV’S existing and future senior unsecured indebtedness; rank senior in right of payment to any future subordinated obligations of ANHBV; and are effectively subordinated to ANHBV’s existing and future secured indebtedness, including under the Revolving Credit Facility, to the extent of the value of property and assets securing such indebtedness. The guarantees of the notes rank equally in right of payment with each other and with all the guarantors’ existing and future senior unsecured indebtedness; rank senior in right of payment to any future subordinated obligations of the guarantors; and are effectively subordinated to the guarantors’ existing and future secured indebtedness, including under the Revolving Credit Facility, to the extent of the value of property and assets securing such indebtedness. 102 Credit Facilities. Revolving Credit Facility The Company and ANHBV, a wholly-owned subsidiary of Alcoa Corporation and the borrower, have a $ 1,250 revolving credit and letter of credit facility in place for working capital and/or other general corporate purposes (the Revolving Credit Facility). The Revolving Credit Facility, established in September 2016, most recently amended and restated in June 2022 and amended in January 2024, is scheduled to mature in June 2027. Subject to the terms and conditions under the Revolving Credit Facility, the Company or ANHBV may borrow funds or issue letters of credit. Further, the Revolving Credit Facility contains financial covenants and customary affirmative and negative covenants (applicable to Alcoa Corporation and certain subsidiaries described as restricted), that, subject to certain exceptions, include limitations on (among other things): indebtedness, liens, investments, sales of assets, restricted payments, entering into restrictive agreements, a covenant prohibiting reductions in the ownership of AWAC entities, and certain other specified restricted subsidiaries of Alcoa Corporation, below an agreed level. The Revolving Credit Facility also contains customary events of default, including failure to make payments under the Revolving Credit Facility, cross-default and cross-judgment default, and certain bankruptcy and insolvency events. On January 17, 2024, Alcoa Corporation, ANHBV, and certain subsidiaries of the Company entered into Amendment No. 1 (Amendment No. 1) to the Revolving Credit Facility (Amended Revolving Credit Facility). The Amended Revolving Credit Facility provides additional flexibility to the Company and the Borrower by temporarily (i) reducing the minimum interest coverage ratio required thereunder from 4.00 to 1.00 to 3.00 to 1.00 and (ii) providing for a maximum addback for cash restructuring charges in Consolidated EBITDA (as defined in the Revolving Credit Facility) of $ 450 , in each case for the 2024 fiscal year. As of January 1, 2025, the minimum interest coverage ratio requirement reverted to 4.00 to 1.00 and the maximum addback for cash restructuring charges in Consolidated EBITDA reverted to 15 % of Consolidated EBITDA. The requirement that the Company maintain a debt to capitalization ratio not to exceed .60 to 1.00 was not changed by Amendment No. 1. In connection with Amendment No. 1, the Company also agreed to provide collateral for its obligations under the Amended Revolving Credit Facility, which requires it to execute all security documents to re-secure collateral under the Amended Revolving Credit Facility by, subject to certain exceptions, a first priority security interest in substantially all assets of the Company, the Borrower, the material domestic wholly-owned subsidiaries of the Company, and the material foreign wholly-owned subsidiaries of the Company located in Australia, Brazil, Canada, Luxembourg, the Netherlands, Norway, and Switzerland including equity interests of certain subsidiaries that directly hold equity interests in AWAC entities. After January 1, 2025, the Company may obtain a release of the collateral if the Company or the Borrower (as applicable) (i) has at least two of the following three designated ratings: (x) Baa3 from Moody’s Investor Service (Moody’s), (y) BBB- from Standard and Poor’s (S&P) Global Ratings and (z) BBB- from Fitch Ratings and (ii) does not have any designated rating lower than: (x) Ba1 from Moody’s, (y) BB+ from S&P Global Ratings and (z) BB+ from Fitch Ratings. The Amended Revolving Credit Facility contains customary affirmative covenants, negative covenants, and events of default substantially comparable to the Revolving Credit Facility (other than those that are described above and other minor changes). The representations, warranties and covenants contained in the Amended Revolving Credit Facility were made only for purposes of Amendment No. 1 and as of specific dates and were solely for the benefit of the parties to the Amended Revolving Credit Facility. As of December 31, 2024 , the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the Revolving Credit Facility. There were no borrowings outstanding at December 31, 2024 and 2023 , and no amounts were borrowed during 2024 and 2023 under the Revolving Credit Facility. Japanese Yen Revolving Credit Facility In April 2023, the Company entered into a one-year unsecured revolving credit facility for $ 250 (available to be drawn in Japanese yen) (the Japanese Yen Revolving Credit Facility). Subject to the terms and conditions under the facility, the Company or ANHBV may borrow funds. The facility included covenants that are substantially the same as those included in the Revolving Credit Facility. On January 17, 2024, Alcoa Corporation and ANHBV, entered into Amendment No. 1 to the Japanese Yen Revolving Credit Facility (Amended Japanese Yen Revolving Credit Facility) which contains changes that are substantially the same as those included in the Amended Revolving Credit Facility (as described above). Also in connection with this amendment, the Company agreed to provide collateral for its obligations with the same conditions as the Amended Revolving Credit Facility. On April 26, 2024, the Company entered into an amendment extending the maturity of the Japanese Revolving Credit Facility to April 2025. As of December 31, 2024, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the facility. There were no borrowings outstanding at December 31, 2024 and 2023. During 2024, $ 201 ( 29,686 JPY) was borrowed and $ 196 ( 29,686 JPY) was repaid. During 2023, $ 10 ( 1,495 JPY) was borrowed and repaid. 103 Alumina Limited Revolving Credit Facility In connection with the acquisition of Alumina Limited (see Note C), the Company assumed $ 385 of indebtedness as of August 1, 2024, representing the amount drawn on Alumina Limited's revolving credit facility. At acquisition, the Alumina Limited revolving credit facility had tranches maturing in October 2025 ($ 100 ), January 2026 ($ 150 ), July 2026 ($ 150 ), and June 2027 ($ 100 ). In August 2024, Alcoa cancelled the undrawn portions of the revolving credit facility maturing in July 2026 ($ 15 ) and June 2027 ($ 100 ). In November 2024, pursuant to the terms of the Alumina Limited revolving credit facility, Alcoa voluntarily repaid all accrued and unpaid amounts outstanding under the revolving credit facility, totaling $ 385 and, as of the same date, cancelled the outstanding lender tranche commitments ($ 385 ). As a result of the repayment and cancellation of undrawn amounts, the Alumina Limited revolving credit facility agreement was effectively terminated. No early termination penalties or prepayment premiums were incurred by Alcoa in connection with the termination of the Alumina Limited revolving credit facility. N. Preferred and Common Stock Preferred Stock. Alcoa Corporation is authorized to issue 100,000,000 shares of preferred stock at a par value of $ 0.01 per share. In connection with the acquisition of Alumina Limited (see Note C), on July 31, 2024, the Company’s Board of Directors created and authorized 10,000,000 shares of non-voting preferred stock designated as “Series A convertible preferred stock” with a par value of $ 0.01 per share. At the transaction closing, Alumina Shares outstanding were exchanged for 4,041,989 shares of Alcoa Series A convertible preferred stock. As of December 31, 2024 , the Company had 4,041,989 issued and outstanding shares of Series A convertible preferred stock . At December 31, 2023, the Company had no issued preferred stock. Common Stock. Alcoa Corporation is authorized to issue 750,000,000 shares of common stock at a par value of $ 0.01 per share. In connection with the acquisition of Alumina Limited (see Note C), Alumina Shares outstanding were exchanged for 78,772,422 shares of Alcoa common stock. As of December 31, 2024 and 2023 , Alcoa Corporation had 258,360,908 and 178,472,464 , respectively, issued and outstanding shares of common stock. Under its employee stock-based compensation plan, the Company issued shares of 1,116,022 in 2024 , 1,503,373 in 2023 , and 1,434,543 in 2022. The Company issues new shares to satisfy the exercise of stock options and the conversion of stock units. As of December 31, 2024 , 19,409,409 shares of common stock were available for issuance. Common Stock Repurchase Program In October 2021, Alcoa Corporation’s Board of Directors approved a common stock repurchase program for the Company to purchase shares of its outstanding common stock up to an aggregate transactional value of $ 500 , depending on cash availability, market conditions, and other factors. In July 2022, Alcoa Corporation's Board of Directors approved an additional common stock repurchase program under which the Company may purchase shares of its outstanding common stock up to an aggregate transactional value of $ 500 , depending on the Company’s continuing analysis of market, financial, and other factors (the July 2022 authorization). Prior to this authorization, $ 150 remained available for common stock repurchases at the end of the second quarter of 2022 from the prior authorization in October 2021 of $ 500 which was fully exhausted in 2022 with the Company’s repurchase activity (see below). No shares were repurchased in 2024 or 2023. In 2022, the Company repurchased 8,565,200 shares of its common stock for $ 500 ; the shares were immediately retired. As of the date of this report, the Company is currently authorized to repurchase up to a total of $ 500 , in the aggregate, of its outstanding shares of common stock under the July 2022 authorization. Repurchases under this program may be made using a variety of methods, which may include open market purchases, privately negotiated transactions, or pursuant to a Rule 10b5-1 plan. This program may be suspended or discontinued at any time and does not have a predetermined expiration date. Alcoa Corporation intends to retire repurchased shares of common stock. Dividend Dividends on common and preferred stock are subject to authorization by Alcoa Corporation’s Board of Directors. Quarterly dividends paid on common stock were $ 0.10 per share in 2024, 2023, and 2022, totaling $ 89 , $ 72 , and $ 72 , respectively. After the a cquisition of Alumina Limited (see Note C) , quarterly dividends of $ 0.10 per share were paid on Series A convertible preferred stock, totaling $ 1 in 2024. 104 The details of any future cash dividend declaration, including the amount of such dividend and the timing and establishment of the record and payment dates, will be determined by the Board of Directors. The decision of whether to pay future cash dividends and the amount of any such dividends will be based on the Company's financial position, results of operations, cash flows, capital requirements, business conditions, the requirements of applicable law, and any other factors the Board of Directors may deem relevant. Stock-based Compensation Restricted stock units are generally granted in January and/or February of each calendar year to eligible employees. The Company’s Board of Directors also receive certain stock units; however, these amounts are not material. Time-based restricted stock units (RSUs) either cliff vest on the third anniversary of the award grant date or vest incrementally over a three-year period (one third each year) on each anniversary of the award grant date. The Company also grants performance restricted stock units (PRSUs), which are subject to performance conditions and earned after the end of the three-year measurement period. As of January 1, 2021, the Company no longer grants stock options. The final number of PRSUs earned is dependent on Alcoa Corporation’s achievement of certain targets over a three-year measurement period for grants. For PRSUs granted in 2022, the award will be earned after the end of the measurement period of January 1, 2022 through December 31, 2024 based on performance against three measures: (1) the Company’s total shareholder return measured against the ranked total shareholder return of the S&P Metals and Mining Select Industry Index components; (2) a pre-established average return-on-equity target; and (3) a reduction in carbon intensity in both refining (through reduced carbon dioxide emissions) and smelting (through increased production from renewable energy) operations. For PRSUs granted in 2023, the award will be earned after the end of the measurement period of January 1, 2023 through December 31, 2025 based on performance against three measures: (1) the Company’s total shareholder return measured against the ranked total shareholder return of the S&P Metals and Mining Select Industry Index components; (2) a pre-established average return-on-equity target; and (3) a reduction in carbon intensity in both refining (through reduced carbon dioxide emissions) and smelting (through increased production from renewable energy) operations. For PRSUs granted in 2024, the award will be earned after the end of the measurement period of January 1, 2024 through December 31, 2026 based on performance against three measures: (1) the Company’s total shareholder return measured against the ranked total shareholder return of the S&P Metals and Mining Select Industry Index components; (2) a pre-established average return-on-equity target; and (3) a reduction in carbon intensity in both refining (through reduced carbon dioxide emissions) and smelting (through increased production from renewable energy) operations. In 2024, 2023, and 2022 , Alcoa Corporation recognized stock-based compensation expense of $ 36 , $ 35 , and $ 40 , respectively, of which approximately 100 % was related to stock units in each period. There was no stock-based compensation expense capitalized in 2024, 2023, and 2022. Stock-based compensation expense is based on the grant date fair value of the applicable equity grant. For both RSUs and PRSUs, the fair value was equivalent to the closing market price per share of Alcoa Corporation’s common stock on the date of grant in the respective periods. For stock units with a market condition, the fair value was estimated on the date of grant using a Monte Carlo simulation model, which generated a result of $ 40.27 , $ 71.12 , and $ 126.86 per unit in 2024, 2023, and 2022 , respectively. The Monte Carlo simulation model uses certain assumptions to estimate the fair value of a market-based stock unit, including volatility and a risk-free interest rate, to estimate the probability of satisfying market conditions. Volatility ( 59.40 %, 64.88 %, and 65.25 % in 2024, 2023, and 2022 , respectively) was estimated using the historical volatility of the Company calculated from daily stock price returns. The risk-free interest rate ( 4.35 %, 4.26 %, and 1.71 % in 2024, 2023, and 2022, respectively) was based on the U.S. Treasury yield curve at the time of the grant based on the remaining performance period. The activity for stock units and stock options during 2024 was as follows: Stock units Stock options Number of units Weighted average FMV per unit Number of options Weighted average exercise price Outstanding, January 1, 2024 2,995,445 $ 35.54 148,608 $ 26.73 Granted 1,598,055 31.43 — — Exercised — — ( 15,162 ) 18.56 Converted ( 1,573,718 ) 23.23 — — Expired or forfeited ( 79,161 ) 39.64 — — Performance share adjustment ( 28,400 ) 149.49 — — Outstanding, December 31, 2024 2,912,221 $ 38.71 133,446 $ 27.66 105 The number of Converted units includes 472,858 shares withheld to meet the Company’s statutory tax withholding requirements related to the income earned by the employees as a result of vesting in the units. As of December 31, 2024 , the 133,446 outstanding stock options were fully vested and exercisable, had a weighted average remaining contractual life of 3.07 years, a total intrinsic value of $ 2 and a weighted average exercise price of $ 27.66 . Cash received from stock option exercises was immaterial in 2024 and 2023 and was $ 22 in 2022. The total intrinsic value of stock options exercised was immaterial during 2024 and 2023 and was $ 22 in 2022. The total fair value of stock units converted during 2024, 2023, and 2022 was $ 37 , $ 35 and $ 32 , respectively. At December 31, 2024 , there was $ 33 of combined unrecognized compensation expense (pretax) related to non-vested grants of stock units. This expense is expected to be recognized over a weighted average period of 1.53 years. O. Pension and Other Postretirement Benefits Defined Benefit Plans Alcoa sponsors several defined benefit pension plans covering certain employees in the U.S. and foreign locations. Pension benefits generally depend on length of service, job grade, and remuneration. Substantially all 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 and most bargaining hourly U.S. employees hired after January 1, 2020 participate in a defined contribution plan instead of a defined benefit plan. The Company also maintains health care postretirement benefit plans covering certain eligible U.S. retired employees and certain retirees from foreign locations. Generally, the medical plans are unfunded and pay a percentage of medical expenses, reduced by deductibles and other coverage. The Company retains the right, subject to existing agreements, to change or eliminate these benefits. All salaried and certain non-bargaining hourly U.S. employees hired after January 1, 2002 and certain bargaining hourly U.S. employees hired after July 1, 2010 are not eligible for postretirement health care benefits. As of January 1, 2024, the pension benefit plans and the other postretirement benefit plans covered an aggregate of approximately 16,000 and approximately 19,000 participants, respectively. 2024 Actions. In 2024, the following actions impacted certain pension plans: Action #1 – In the first quarter of 2024, Alcoa announced the full curtailment of the Kwinana refinery. As a result, curtailment accounting was triggered within Alcoa’s Australian pension plan. The Company recorded a $ 1 decrease to Other noncurrent assets and recognized a curtailment loss of $ 1 ($ 0 after-tax) in Restructuring and other charges, net on the accompanying Statement of Consolidated Operations. Action #2 – In the second quarter of 2024, settlement accounting and a related plan remeasurement was triggered within Alcoa's Australian pension plan as a result of participants electing lump sum settlements. Alcoa recorded a $ 19 increase to Other noncurrent assets and recognized a non-cash settlement gain of $ 1 ($ 0 after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. Action #3 – In the fourth quarter of 2024, settlement accounting was triggered within Alcoa's Australian pension plan as a result of participants electing lump sum settlements. Alcoa recognized a non-cash settlement gain of $ 1 ($ 1 after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. 106 The following table presents certain information and the financial impacts of these actions on the accompanying Consolidated Financial Statements: Action # Number of affected plan participants Weighted average discount rate as of prior plan remeasurement date Plan remeasurement date Weighted average discount rate as of plan remeasurement date (Decrease) increase to other noncurrent assets (1) Curtailment loss (2) Settlement gain (3) 1 ~ 110 N/A N/A N/A $ ( 1 ) $ 1 $ — 2 ~ 10 4.81 % June 30, 2024 5.23 % 19 — ( 1 ) 3 ~ 140 N/A December 31, 2024 N/A — — ( 1 ) $ 18 $ 1 $ ( 2 ) (1) Actions 1-2 caused interim plan remeasurements, including an update to the discount rates used to determine the benefit obligations of the affected plans. These amounts include impacts due to interim plan remeasurements. (2) This amount represents the net actuarial loss arising from the curtailment and was recognized immediately in Restructuring and other charges, net (see Note D) on the accompanying Statement of Consolidated Operations. (3) These amounts represent the net actuarial gain and were reclassified from Accumulated other comprehensive loss to Restructuring and other charges, net (see Note D ) on the accompanying Statement of Consolidated Operations. 2023 Actions. In 2023, the following actions impacted certain pension and other postretirement benefit plans: Action #1 – In the second quarter of 2023, plan amendment accounting and related plan remeasurements were triggered within the Surinamese pension and other postretirement plans as a result of participants electing to prospectively convert their Surinamese dollar pension and Company-provided retiree medical to a United States dollar pension with no Company-provided retiree medical. As a result, Alcoa recorded a $ 15 increase to Accrued pension benefits and a $ 9 decrease to Accrued other postretirement benefits. Action #2 – In the second quarter of 2023, settlement accounting and related plan remeasurements were triggered within certain Canadian pension plans as a result of the Company's purchase of group annuity contracts to transfer the obligation to pay the remaining retirement benefits of approximately 530 retirees and beneficiaries from its Canadian defined benefit pension plans. The transfer of approximately $ 235 in both plan obligations and plan assets was completed in April 2023. As a result, Alcoa recorded a $ 22 increase to Accrued pension benefits and a $ 5 decrease to Other noncurrent assets and recognized a non-cash settlement loss of $ 21 ($ 16 after-tax) in Restructuring and other charges, net on the accompanying Statement of Consolidated Operations. Action #3 – In the third quarter of 2023, settlement accounting and a related plan remeasurement was triggered within Alcoa’s Australian pension plan as a result of participants electing lump sum payments. As a result, Alcoa recorded a $ 2 decrease to Other noncurrent assets. The following table presents certain information and the financial impacts of these actions on the accompanying Consolidated Financial Statements: Action # Number of affected plan participants Weighted average discount rate as of prior plan remeasurement date Plan remeasurement date Weighted average discount rate as of plan remeasurement date Increase to accrued pension benefits liability Decrease to other noncurrent assets Decrease to accrued other postretirement benefits liability Settlement loss (1) 1 ~ 370 5.58 % March 31, 2023 5.20 % $ 15 $ — $ ( 9 ) $ — 2 ~ 530 5.20 % April 30, 2023 4.80 % 22 ( 5 ) — 21 3 ~ 50 5.08 % September 30, 2023 5.03 % — ( 2 ) — — $ 37 $ ( 7 ) $ ( 9 ) $ 21 (1) This amount represents the net actuarial loss and was reclassified from Accumulated other comprehensive loss to Restructuring and other charges, net (see Note D ) on the accompanying Statement of Consolidated Operations. 107 2022 Actions. In 2022, the following actions impacted certain pension and other postretirement benefit plans: Action #1 – I n the third quarter of 2022, settlement accounting and related plan remeasurements were triggered within Alcoa’s U.S. pension plans as a result of the Company’s purchase of group annuity contracts to transfer the obligation to pay the remaining retirement benefits of approximately 4,400 retirees and beneficiaries from its U.S. defined benefit pension plans. The transfer of approximately $ 1,000 in both plan obligations and plan assets was completed in August 2022. As a result, Alcoa recorded a $ 5 increase to Accrued pension benefits and a $ 27 increase to Other noncurrent assets and recognized a non-cash settlement loss of $ 617 (pre- and after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. Action #2 – In the third quarter of 2022, settlement accounting and related plan remeasurements were triggered within Alcoa’s U.S. pension plans as a result of participants electing lump sum payments. Alcoa recognized a non-cash settlement loss of $ 11 (pre- and after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. Action #3 – In the third quarter of 2022, settlement accounting and a related plan remeasurement was triggered within Alcoa’s U.S. salaried pension plan as a result of participants electing lump sum payments. Alcoa recorded a $ 23 increase to Accrued pension benefits and a $ 12 decrease to Other noncurrent assets and recognized a non-cash settlement loss of $ 1 (pre- and after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. Action #4 – In the third quarter of 2022, settlement accounting and a related plan remeasurement was triggered within Alcoa’s Australian pension plan as a result of participants electing lump sum payments. Alcoa recorded a $ 21 increase to Other noncurrent assets and recognized a non-cash settlement gain of $ 3 (pre- and after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. Action #5 – In the fourth quarter of 2022, settlement accounting was triggered within Alcoa’s U.S. pension plans as a result of participants electing lump sum payments. Alcoa recorded a $ 3 increase to Accrued pension benefits and recognized a non-cash settlement loss of $ 6 (pre- and after-tax) in Restructuring and other charges, net on the Statement of Consolidated Operations. The following table presents certain information and the financial impacts of these actions on the accompanying Consolidated Financial Statements: Action # Number of affected plan participants Weighted average discount rate as of prior plan remeasurement date Plan remeasurement date Weighted average discount rate as of plan remeasurement date Increase to accrued pension benefits liability (1) Increase (decrease) to other noncurrent assets (1) Settlement loss (gain) (2) 1 ~ 4,400 2.90 % July 31, 2022 4.63 % $ 5 $ 27 $ 617 2 ~ 45 2.90 % July 31, 2022 4.63 % — — 11 3 ~ 5 4.57 % September 30, 2022 5.71 % 23 ( 12 ) 1 4 ~ 25 2.46 % September 30, 2022 4.99 % — 21 ( 3 ) 5 ~ 20 N/A December 31, 2022 N/A 3 — 6 $ 31 $ 36 $ 632 (1) Actions 1-4 caused interim plan remeasurements, including an update to the discount rates used to determine the benefit obligations of the affected plans. These amounts include impacts due to interim plan remeasurements. (2) These amounts represent the net actuarial loss (gain) and were reclassified from Accumulated other comprehensive loss to Restructuring and other charges, net (see Note D ) on the accompanying Statement of Consolidated Operations. 108 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 $ 2,393 $ 2,518 $ 494 $ 536 Service cost 9 11 3 3 Interest cost 113 119 24 26 Amendments — 2 — — Actuarial (gains) losses ( 78 ) 117 ( 8 ) ( 7 ) Settlements ( 81 ) ( 280 ) — — Benefits paid, net of participants’ contributions ( 122 ) ( 133 ) ( 51 ) ( 52 ) Suriname resident election transfer — 12 — ( 12 ) Foreign currency translation impact ( 89 ) 27 — — Benefit obligation at end of year $ 2,145 $ 2,393 $ 462 $ 494 Change in plan assets Fair value of plan assets at beginning of year $ 2,219 $ 2,434 $ — $ — Actual return on plan assets 49 141 — — Employer contributions 17 24 — — Participant contributions 3 3 — — Benefits paid ( 115 ) ( 125 ) — — Administrative expenses ( 7 ) ( 9 ) — — Settlements ( 81 ) ( 280 ) — — Annuity purchase premium refund — 7 — — Foreign currency translation impact ( 85 ) 24 — — Fair value of plan assets at end of year $ 2,000 $ 2,219 $ — $ — Funded status $ ( 145 ) $ ( 174 ) $ ( 462 ) $ ( 494 ) Less: Amounts attributed to joint venture partners ( 7 ) ( 11 ) — — Net funded status $ ( 138 ) $ ( 163 ) $ ( 462 ) $ ( 494 ) Amounts recognized in the Consolidated Balance Sheet consist of: Noncurrent assets $ 128 $ 125 $ — $ — Current liabilities ( 10 ) ( 10 ) ( 50 ) ( 51 ) Noncurrent liabilities ( 256 ) ( 278 ) ( 412 ) ( 443 ) Net amount recognized $ ( 138 ) $ ( 163 ) $ ( 462 ) $ ( 494 ) Amounts recognized in Accumulated Other Comprehensive Loss consist of: Net actuarial loss $ 1,076 $ 1,098 $ 75 $ 88 Prior service cost (benefit) 4 4 ( 83 ) ( 97 ) Total, before tax effect 1,080 1,102 ( 8 ) ( 9 ) Less: Amounts attributed to joint venture partners 29 33 — — Net amount recognized, before tax effect $ 1,051 $ 1,069 $ ( 8 ) $ ( 9 ) Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive (Loss) Income consist of: Net actuarial loss (gain) $ 9 $ 131 $ ( 8 ) $ ( 2 ) Amortization of accumulated net actuarial loss ( 31 ) ( 49 ) ( 5 ) ( 5 ) Prior service cost — 2 — — Amortization of prior service benefit — — 14 14 Total, before tax effect ( 22 ) 84 1 7 Less: Amounts attributed to joint venture partners ( 4 ) 6 — — Net amount recognized, before tax effect $ ( 18 ) $ 78 $ 1 $ 7 At December 31, 2024 , the benefit obligation, fair value of plan assets, and funded status for U.S. pension plans were $ 1,056 , $ 988 , and ($ 68 ), respectively. At December 31, 2023 , the benefit obligation, fair value of plan assets, and funded status for U.S. pension plans were $ 1,119 , $ 1,054 , and ($ 65 ), respectively. 109 Pension Plan Benefit Obligations Pension benefits 2024 2023 The aggregate projected benefit obligation and accumulated benefit obligation for all defined benefit pension plans was as follows: Projected benefit obligation $ 2,145 $ 2,393 Accumulated benefit obligation 2,078 2,285 The aggregate projected benefit obligation and fair value of plan assets for pension plans with projected benefit obligations in excess of plan assets was as follows: Projected benefit obligation 1,627 1,636 Fair value of plan assets 1,351 1,336 The aggregate accumulated benefit obligation and fair value of plan assets for pension plans with accumulated benefit obligations in excess of plan assets was as follows: Accumulated benefit obligation 1,432 1,425 Fair value of plan assets 1,197 1,169 Components of Net Periodic Benefit Cost Pension benefits (1) Other postretirement benefits 2024 2023 2022 2024 2023 2022 Service cost $ 9 $ 10 $ 13 $ 3 $ 3 $ 4 Interest cost (2) 108 114 104 24 26 15 Expected return on plan assets (2) ( 139 ) ( 146 ) ( 151 ) — — — Amortization of accumulated net actuarial loss (2) 32 28 88 5 5 18 Amortization of prior service benefit (2) — — — ( 14 ) ( 14 ) ( 14 ) Settlements (3) ( 2 ) 21 632 — — — Curtailments (4) 1 — — — — — Net periodic benefit cost (5) $ 9 $ 27 $ 686 $ 18 $ 20 $ 23 (1) In 2024, 2023, and 2022 , net periodic benefit cost for U.S pension plans was $ 7 , $ 6 , and $ 698 , respectively. (2) These amounts were reported in Other expenses (income), net on the accompanying Statement of Consolidated Operations. (3) These amounts were reported in Restructuring and other charges, net on the accompanying Statement of Consolidated Operations (see Note D ). In 2024, 2023 and 2022, settlements were due to plan actions (see Actions above). (4) These amounts were reported in Restructuring and other charges, net on the accompanying Statement of Consolidated Operations (see Note D ). In 2024, curtailments were due to plan actions (see Actions above). (5) Amounts attributed to joint venture partners are not included. Assumptions. 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 (salary increases, health care cost trend rates, retirement age, and mortality). Weighted average assumptions used to determine benefit obligations for pension and other postretirement benefit plans were as follows: December 31, 2024 2023 Discount rate—pension plans 5.30 % 5.03 % Discount rate—other postretirement benefit plans 5.53 5.19 Rate of compensation increase—pension plans 3.20 3.77 The yield curve model used to develop the discount rate is based on high-quality corporate bonds, parallels the plans’ projected cash flows and has a weighted average duration of 10 years . If a deep market of high-quality corporate bonds does not exist in a country, then the yield on government bonds plus a corporate bond yield spread is used. 110 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—pension plans 5.02 % 5.34 % 2.66 % Discount rate—other postretirement benefit plans 5.17 5.45 2.46 Expected long-term rate of return on plan assets—pension plans 6.13 6.21 4.94 Rate of compensation increase—pension plans 3.77 3.21 3.11 For 2024, 2023, and 2022 , the 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. For 2025, management anticipates that 5.78 % will be the weighted average expected long-term rate of return. Assumed health care cost trend rates for U.S. other postretirement benefit plans were as follows (non-U.S. plans are not material): 2024 2023 2022 Health care cost trend rate assumed for next year 7.0 % 6.5 % 7.0 % Rate to which the cost trend rate gradually declines 5.0 % 5.0 % 5.0 % Year that the rate reaches the rate at which it is assumed to remain 2034 2032 2028 The assumed health care cost trend rate is used to measure the expected cost of gross eligible charges covered by the Company’s other postretirement benefit plans. For 2025, a 7.0 % trend rate will be used, reflecting management’s best estimate of the change in future health care costs covered by the plans. Plan Assets. Alcoa’s pension plan weighted average target and actual asset allocations at December 31, 2024 and 2023, by asset class, were as follows: Target asset allocation Plan assets at December 31, Asset class 2024 2023 2024 2023 Equities 20 % 20 % 21 % 17 % Fixed income 65 65 69 70 Other investments 15 15 10 13 Total 100 % 100 % 100 % 100 % The principal objectives underlying the investment of the pension plan assets are to ensure that the Company 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. Investment risk is controlled by rebalancing to target allocations on a periodic basis and ongoing monitoring of investment manager performance. The portfolio includes an allocation to investments in long-duration corporate credit and government debt, public and private market equities, intermediate duration corporate credit and government debt, global-listed infrastructure, high-yield bonds and bank loans, real estate, and securitized credit. Investment practices comply with the requirements of applicable laws and regulations in the respective jurisdictions, including the Employee Retirement Income Security Act of 1974 (ERISA) in the United States. The following section describes the valuation methodologies used by the trustees to measure the fair value of pension plan assets. For plan assets measured at net asset value, this refers to the net asset value of the investment on a per share basis (or its equivalent) as a practical expedient. Otherwise, an indication of the level in the fair value hierarchy in which each type of asset is generally classified is provided (see Note P 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 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); (ii) the plans’ share of commingled funds that are invested in the stock of publicly traded companies and are valued at net asset value; and (iii) direct investments in long/short equity hedge funds and private equity (limited partnerships and venture capital partnerships) and are valued at net asset value. 111 Fixed income— These securities consist of: (i) U.S. government debt and 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); and (iv) 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 valued based on the closing price reported in an active market on which the investments are traded (included in Level 1); (ii) the plans’ share of commingled funds that are invested in real estate partnerships and are valued at net asset value; (iii) direct investments in private real estate (includes limited partnerships) and are valued at net asset value; (iv) absolute return strategy funds and are valued at net asset value; and (v) indirect investments of discretionary and systematic macro hedge funds and 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 Alcoa 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. The following table presents the fair value of pension plan assets classified under either the appropriate level of the fair value hierarchy or net asset value: December 31, 2024 Level 1 Level 2 Level 3 Net Asset Value Total Equities: Equity securities $ 77 $ — $ — $ 227 $ 304 Private equity — — — 109 109 $ 77 $ — $ — $ 336 $ 413 Fixed income: Intermediate and long-duration government/credit $ 374 $ 470 $ — $ 471 $ 1,315 Cash and cash equivalent funds 42 — — 14 56 $ 416 $ 470 $ — $ 485 $ 1,371 Other investments: Real estate $ 17 $ — $ — $ 163 $ 180 Discretionary and systematic macro hedge funds — — — 11 11 Other — — — 18 18 $ 17 $ — $ — $ 192 $ 209 Total (1) $ 510 $ 470 $ — $ 1,013 $ 1,993 December 31, 2023 Level 1 Level 2 Level 3 Net Asset Value Total Equities: Equity securities $ 108 $ — $ — $ 134 $ 242 Private equity — — — 127 127 $ 108 $ — $ — $ 261 $ 369 Fixed income: Intermediate and long-duration government/credit $ 403 $ 517 $ — $ 496 $ 1,416 Cash and cash equivalent funds 14 — — 114 128 $ 417 $ 517 $ — $ 610 $ 1,544 Other investments: Real estate $ 21 $ — $ — $ 253 $ 274 Other — — — 19 19 $ 21 $ — $ — $ 272 $ 293 Total (2) $ 546 $ 517 $ — $ 1,143 $ 2,206 (1) As of December 31, 2024 , the total fair value of pension plan assets excludes a net receivable of $ 7 , which primarily represents securities not yet settled plus interest and dividends earned on various investments. (2) As of December 31, 2023 , the total fair value of pension plan assets excludes a net receivable of $ 13 , which primarily represents securities not yet settled plus interest and dividends earned on various investments. 112 Funding and Cash Flows. It is Alcoa’s policy to fund amounts for defined benefit pension plans sufficient to meet the minimum requirements set forth in applicable country benefits laws and tax laws, including ERISA for U.S. plans. From time to time, the Company contributes additional amounts as deemed appropriate. In 2024, 2023, and 2022 , cash contributions to Alcoa’s defined benefit pension plans were $ 16 , $ 24 , and $ 17 . Alcoa’s minimum required contribution to defined benefit pension plans in 2025 is estimated to be $ 60 , of which approximately $ 40 is for U.S. plans. Under ERISA regulations, a plan sponsor that establishes a pre-funding balance by making discretionary contributions to a U.S. defined benefit pension plan may elect to apply all or a portion of this balance toward its minimum required contribution obligations to the related plan in future years. In 2025, management intends to make such election related to the Company’s U.S. plans. Benefit payments expected to be paid to pension and other postretirement benefit plan participants are as follows: Year ending December 31, Pension benefits Other postretirement benefits 2025 $ 170 $ 50 2026 165 50 2027 165 45 2028 165 45 2029 160 45 2030 through 2034 780 205 $ 1,605 $ 440 Defined Contribution Plans The Company sponsors savings and investment plans in several countries. In the United States, employees may contribute a portion of their compensation to the plans, and Alcoa matches a specified percentage of these contributions in equivalent form of the investments elected by the employee. Also, the Company makes contributions to a retirement savings account based on a percentage of eligible compensation for certain U.S. employees that are not able to participate in Alcoa’s defined benefit pension plans. The Company’s expenses related to all defined contribution plans were $ 86 in 2024 , $ 80 in 2023 , and $ 71 in 2022. Member-funded Pension Plans The Company contributes to member-funded pension plans for the employees of Aluminerie de Bécancour Inc. and Aluminerie de Deschambault in Canada. Alcoa makes contributions to the plans based on a percentage of the employees’ eligible compensation. The Company’s expenses related to the member-funded pension plans were $ 16 in 2024 , $ 16 in 2023 , and $ 17 in 2022. Target Benefit Plan The Company contributes to a target benefit plan for the employees of Baie-Comeau in Canada. Alcoa makes contributions to the plan based on a percentage of the employees’ eligible compensation. The Company’s expenses related to the target benefit plan were $ 8 in 2024 , $ 8 in 2023 , and $ 9 in 2022 . 113 P. Derivatives and Other Financial Instruments Fair Value. The Company follows a fair value hierarchy to measure its assets and liabilities. As of December 31, 2024 and 2023, respectively, the assets and liabilities measured at fair value on a recurring basis were primarily derivative instruments. In addition, the Company measures its pension plan assets at fair value (see Note O). 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; and, • Level 3—Inputs that are both significant to the fair value measurement and unobservable. Derivatives. Alcoa Corporation is exposed to certain risks relating to its ongoing business operations, including the risks of changing commodity prices, foreign currency exchange rates, and interest rates. Alcoa Corporation’s commodity and derivative activities include aluminum, energy, foreign exchange, and interest rate contracts, which are held for purposes other than trading. They are used to mitigate uncertainty and volatility, and to cover underlying exposures. While Alcoa does not generally enter into derivative contracts to mitigate the risk associated with changes in aluminum price, the Company may do so in isolated cases to address discrete commercial or operational conditions. Alcoa is not involved in trading activities for energy, weather derivatives, or other nonexchange commodities. Alcoa Corporation’s commodity and derivative activities are subject to the management, direction, and control of the Strategic Risk Management Committee (SRMC), which consists of at least three members, including the chief executive officer, the chief financial officer, and the chief commercial officer. The remaining member(s) are other officers and/or employees of the Company as the chief executive officer may designate from time to time. The SRMC meets on a periodic basis to review derivative positions and strategy and reports to the Audit Committee of Alcoa Corporation’s Board of Directors on the scope of its activities. Alcoa Corporation’s aluminum and foreign exchange contracts are classified as Level 1 under the fair value hierarchy. All of the Level 1 contracts are designated as either fair value or cash flow hedging instruments. Alcoa Corporation also has several derivative instruments classified as Level 3 under the fair value hierarchy, which are either designated as cash flow hedges or undesignated. Alcoa included the changes in its equity method investee’s Level 2 derivatives in Accumulated other comprehensive loss through June 30, 2024, when the underlying contracts expired. The following tables present the detail for Level 1 and 3 derivatives (see additional Level 3 information in further tables below): 2024 2023 Balance at December 31, Assets Liabilities Assets Liabilities Level 1 derivative instruments $ 1 $ 20 $ 16 $ 9 Level 3 derivative instruments 24 1,079 16 1,297 Total $ 25 $ 1,099 $ 32 $ 1,306 Less: Current 25 263 29 214 Noncurrent $ — $ 836 $ 3 $ 1,092 2024 2023 Year ended December 31, Unrealized loss recognized in Other comprehensive loss Realized gain (loss) reclassified from Other comprehensive loss to earnings Unrealized gain (loss) recognized in Other comprehensive loss Realized gain (loss) reclassified from Other comprehensive loss to earnings Level 1 derivative instruments $ ( 23 ) $ 1 $ 31 $ 86 Level 3 derivative instruments ( 70 ) ( 290 ) ( 326 ) ( 221 ) Noncontrolling and equity interest (Level 2) — 1 — 5 Total $ ( 93 ) $ ( 288 ) $ ( 295 ) $ ( 130 ) 114 The 2024 realized gain of $ 1 on Level 1 cash flow hedges was comprised of a $ 2 gain recognized in Sales and a $ 1 loss recognized in Cost of goods sold. The 2023 realized gain of $ 86 on Level 1 cash flow hedges was comprised of a $ 91 gain recognized in Sales and a $ 5 loss recognized in Cost of goods sold. The following table presents the outstanding quantities of derivative instruments classified as Level 1: Classification December 31, 2024 December 31, 2023 Aluminum (in kmt) Commodity buy forwards 145 78 Aluminum (in kmt) Commodity sell forwards 108 46 Foreign currency (in millions of euro) Foreign exchange buy forwards 152 48 Foreign currency (in millions of euro) Foreign exchange sell forwards 13 9 Foreign currency (in millions of Norwegian krone) Foreign exchange buy forwards 54 138 Foreign currency (in millions of Brazilian real) Foreign exchange buy forwards 280 467 Foreign currency (in millions of Australian dollars) Foreign exchange buy forwards 43 — Foreign currency (in millions of Canadian dollar) Foreign exchange buy forwards 5 31 Alcoa routinely uses Level 1 aluminum derivative instruments to manage exposures to changes in the fair value of firm commitments for the purchases or sales of aluminum. Additionally, Alcoa used Level 1 aluminum derivative instruments to manage LME exposures related to profitability improvement actions (expired December 2024 ), and the Alumar (Brazil) restart (expired December 2023 ). As a result of delays with the Alumar restart during 2023, it became probable that certain of the original forecasted transactions would not occur by the end of the originally specified time period and Alcoa dedesignated certain aluminum sell forwards. The Company reclassified the related unrealized gain of $ 11 included in Accumulated other comprehensive loss to Sales during the year ended 2023. In conjunction with the dedesignations, the Company entered into aluminum buy forwards for the same volume and periods which were also not designated. The unrealized and realized gains and losses on the aluminum buy and sell forwards that are not designated offset resulting in no impact to Alcoa’s earnings. Alcoa Corporation uses Level 1 foreign exchange forward contracts to mitigate the risk of foreign exchange exposure related to euro power purchases in Norway (expires December 2027 ), U.S. dollar aluminum sales in Norway (expires June 2025 ), U.S. dollar alumina sales in Brazil (expires October 2026 ), U.S. dollar aluminum sales in Brazil (expired December 2023 ), U.S. dollar alumina sales in Australia (expires December 2026 ) and Canadian dollar expenses in Canada (expires March 2025 ). Derivative instruments classified as Level 3 in the fair value hierarchy represent those in which management has used at least one significant unobservable input in the valuation model. Alcoa Corporation uses a discounted cash flow model to fair value all Level 3 derivative instruments. Inputs in the valuation models for Level 3 derivative instruments are composed of the following: (i) quoted market prices (e.g., aluminum prices on the 10 -year LME forward curve and energy prices), (ii) significant other observable inputs (e.g., information concerning time premiums and volatilities for certain option type embedded derivatives and regional premiums for aluminum contracts), and (iii) unobservable inputs (e.g., aluminum and energy prices beyond those quoted in the market, and estimated credit spread between Alcoa and the counterparty). For periods beyond the term of quoted market prices for aluminum, Alcoa Corporation estimates the price of aluminum by extrapolating the 10 -year LME forward curve. For periods beyond the term of quoted market prices for the Midwest premium, management estimates the Midwest premium based on recent transactions. Where appropriate, valuations are adjusted for various factors such as liquidity, bid/offer spreads, and credit considerations. Such adjustments are generally based on available market evidence (Level 2). In the absence of such evidence, management’s best estimate is used (Level 3). If a significant input that is unobservable in one period becomes observable in a subsequent period, the related asset or liability would be transferred to the appropriate classification (Level 1 or 2) in the period of such change (there were no such transfers in the periods presented). There were no sales or settlements of Level 3 derivative instruments in the periods presented. 115 Level 3 derivative instruments outstanding as of December 31, 2024 are described in the table below: Description Designation Contract Termination Unobservable Inputs Impacting Valuation Sensitivity to Inputs Power contracts Embedded derivative that indexes the price of power to the LME price of aluminum plus the Midwest premium Cash flow hedge of forward sales of aluminum March 2026 December 2029 February 2036 LME price, Midwest premium and MWh per year Increase in LME price and/or the Midwest premium results in a higher cost of power and an increase to the derivative liability Embedded derivative that indexes the price of power to the LME price of aluminum Cash flow hedge of forward sales of aluminum September 2027 LME price and MWh per year Increase in LME price results in a higher cost of power and an increase to the derivative liability Embedded derivative that indexes the price of power to the credit spread between the Company and the counterparty Not designated October 2028 Estimated credit spread Wider credit spread results in a higher cost of power and increase in the derivative liability Financial contracts Hedge power prices Not designated June 2035 LME price and power price Lower prices in the power market or higher LME prices result in an increase in the derivative liability In December 2022, Alcoa entered into a financial contract with a counterparty to hedge power price exposure through March 31, 2023. The Financial contract was designated as a cash flow hedge of future sales of power. Unrealized gains and losses were recognized in Accumulated other comprehensive loss on the accompanying Consolidated Balance Sheet, and realized gains and losses were recognized in Cost of goods sold on the accompanying Statement of Consolidated Operations. In August 2023 and September 2024, the Company entered into nine-year financial contracts (undesignated) that hedge the anticipated power requirements at one of its smelters effective July 1, 2026 when the current contracts (undesignated) end. At December 31, 2024 , the outstanding Level 3 instruments are associated with seven smelters. At December 31, 2024 and 2023 , the power contracts with embedded derivatives designated as cash flow hedges hedge forecasted aluminum sales of 1,230 kmt and 1,456 kmt, respectively. 116 The following table presents quantitative information related to the significant unobservable inputs described above for Level 3 derivative instruments (megawatt hours in MWh): December 31, 2024 Unobservable Input Unobservable Input Range Asset Derivatives Financial contract (undesignated) $ 24 Interrelationship of forward energy price, LME forward price and the Consumer Price Index Electricity (per MWh) 2025: $ 38.47 2025: $ 70.70 LME (per mt) 2025: $ 2,536 2025: $ 2,558 Total Asset Derivatives $ 24 Liability Derivatives Power contract $ 148 MWh of energy needed to produce the forecasted mt of aluminum LME (per mt) 2025: $ 2,536 2027: $ 2,609 Electricity Rate of 4 million MWh per year Power contracts 927 MWh of energy needed to produce the forecasted mt of aluminum LME (per mt) 2025: $ 2,536 2029: $ 2,638 2036: $ 2,846 Midwest premium (per pound) 2025: $ 0.2335 2029: $ 0.2300 2036: $ 0.2300 Electricity Rate of 18 million MWh per year Power contract 2 MWh of energy needed to produce the forecasted mt of aluminum LME (per mt) 2025: $ 2,536 2025: $ 2,555 Midwest premium (per pound) 2025: $ 0.2335 2025: $ 0.2645 Electricity Rate of 2 million MWh per year Power contract (undesignated) 2 Estimated spread between the 30-year debt yield of Alcoa and the counterparty Credit spread 0.96 %: 30-year debt yield spread 6.49 %: Alcoa (estimated) 5.53 %: counterparty Total Liability Derivatives $ 1,079 The fair values of Level 3 derivative instruments recorded in the accompanying Consolidated Balance Sheet were as follows: Asset Derivatives December 31, 2024 December 31, 2023 Derivatives not designated as hedging instruments: Current—financial contract $ 24 $ 16 Total derivatives not designated as hedging instruments $ 24 $ 16 Total Asset Derivatives $ 24 $ 16 Liability Derivatives Derivatives designated as hedging instruments: Current—power contracts $ 251 $ 210 Noncurrent—power contracts 826 1,087 Total derivatives designated as hedging instruments $ 1,077 $ 1,297 Derivatives not designated as hedging instruments: Current—embedded credit derivative $ 1 $ — Noncurrent—embedded credit derivative 1 — Total derivatives not designated as hedging instruments $ 2 $ — Total Liability Derivatives $ 1,079 $ 1,297 The following table shows the net fair values of the Level 3 derivative instruments at December 31, 2024 and the effect on these amounts of a hypothetical change (increase or decrease of 10%) in the market prices or rates that existed as of December 31, 2024: Fair value asset (liability) Index change of + / -10% Power contracts $ ( 1,077 ) $ 253 Embedded credit derivative ( 2 ) 1 Financial contracts 24 9 117 The following tables present a reconciliation of activity for Level 3 derivative instruments: Assets 2024 Financial contracts January 1, 2024 $ 16 Total gains or losses included in: Other income, net (unrealized/realized) 61 Settlements and other ( 53 ) December 31, 2024 $ 24 Change in unrealized gains or losses included in earnings for derivative instruments held at December 31, 2024: Other income, net $ 61 Liabilities 2024 Power contracts Embedded credit derivative January 1, 2024 $ 1,297 $ — Total gains or losses included in: Sales (realized) ( 290 ) — Other expenses, net (unrealized/realized) — 3 Other comprehensive income (unrealized) 70 — Settlements and other — ( 1 ) December 31, 2024 $ 1,077 $ 2 Change in unrealized gains or losses included in earnings for derivative instruments held at December 31, 2024: Other expenses, net $ — $ 3 Assets 2023 Power contracts Financial contracts January 1, 2023 $ — $ 52 Total gains or losses included in: Sales (realized) ( 4 ) — Cost of goods sold (realized) — ( 20 ) Other expenses, net (unrealized/realized) — ( 5 ) Other comprehensive income (unrealized) 4 — Settlements and other — ( 11 ) December 31, 2023 $ — $ 16 Change in unrealized gains or losses included in earnings for derivative instruments held at December 31, 2023: Other expenses, net $ — $ ( 5 ) Liabilities 2023 Power contracts January 1, 2023 $ 1,212 Total gains or losses included in: Sales (realized) ( 245 ) Other comprehensive income (unrealized) 330 December 31, 2023 $ 1,297 118 Derivatives Designated As Hedging Instruments—Cash Flow Hedges Assuming market rates remain constant with the rates at December 31, 2024 , a realized loss of $ 251 related to power contracts is expected to be recognized in Sales over the next 12 months. Material Limitations The disclosures with respect to commodity prices and foreign currency exchange risk do not consider the underlying commitments or anticipated transactions. If the underlying items were included in the analysis, the gains or losses on the futures contracts may be offset. Actual results will be determined by several factors that are not under Alcoa Corporation’s control and could vary significantly from those factors disclosed. Alcoa Corporation is exposed to credit loss in the event of nonperformance by counterparties on the above instruments, as well as credit or performance risk with respect to its hedged customers’ commitments. Alcoa Corporation does not anticipate nonperformance by any of these parties. Contracts are with creditworthy counterparties and are further supported by cash, treasury bills, or irrevocable letters of credit issued by carefully chosen banks. In addition, various master netting arrangements are in place with counterparties to facilitate settlement of gains and losses on these contracts. Other Financial Instruments. The carrying values and fair values of Alcoa Corporation’s other financial instruments were as follows: 2024 2023 December 31, Carrying value Fair value Carrying value Fair value Cash and cash equivalents $ 1,138 $ 1,138 $ 944 $ 944 Restricted cash 96 96 103 103 Short-term borrowings 50 50 56 56 Long-term debt due within one year 75 75 79 79 Long-term debt, less amount due within one year 2,470 2,499 1,732 1,702 Cash and cash equivalents and Restricted cash. The carrying amounts approximate fair value because of the short maturity of the instruments. The fair value amounts for Cash and cash equivalents and Restricted cash were classified in Level 1 of the fair value hierarchy. Short-term borrowings and Long-term debt, including amounts due within one year. 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 Alcoa Corporation for issuance of debt with similar terms and maturities for non-public debt. The fair value amounts for all Short-term borrowings and Long-term debt were classified in Level 2 of the fair value hierarchy. 119 Q. Income Taxes Provision for income taxes. The components of Income (loss) before income taxes were as follows: 2024 2023 2022 Domestic $ ( 351 ) $ ( 277 ) $ ( 652 ) Foreign 640 ( 307 ) 1,354 Total $ 289 $ ( 584 ) $ 702 Provision for income taxes consisted of the following: 2024 2023 2022 Current: Federal $ — $ — $ — Foreign 242 211 445 State and local — — — $ 242 $ 211 $ 445 Deferred: Federal — — ( 3 ) Foreign 23 ( 22 ) 222 State and local — — — $ 23 $ ( 22 ) $ 219 Total $ 265 $ 189 $ 664 Federal includes U.S. income taxes related to foreign income. A reconciliation of the U.S. federal statutory rate to Alcoa’s effective tax rate was as follows: 2024 2023 2022 U.S. federal statutory rate 21.0 % 21.0 % 21.0 % Taxes on foreign operations—rate differential 29.8 7.1 9.9 Impacts of the U.S. Tax Cuts and Jobs Act of 2017 27.8 — — Changes in valuation allowances 15.5 ( 50.8 ) 76.7 Tax rate differential 5.1 — — Other foreign tax effects 4.5 ( 6.8 ) 1.7 Interest income/expense 2.8 ( 0.2 ) ( 0.1 ) Noncontrolling interest 1.3 0.2 0.8 Internal legal entity reorganizations 0.1 0.2 ( 9.0 ) Uncertain tax positions ( 0.2 ) ( 0.1 ) 0.4 Equity loss ( 0.2 ) ( 5.3 ) ( 2.0 ) Adjustment of prior year income taxes ( 1.5 ) 0.3 — Tax credits ( 7.7 ) 1.4 ( 0.2 ) Tax holidays ( 9.6 ) 0.1 ( 5.2 ) Other 3.0 0.5 0.6 Effective tax rate 91.7 % ( 32.4 %) 94.6 % During 2020, the U.S. Treasury Department finalized regulations implementing GILTI (“Global Intangible Low-Tax Income”) provisions of the U.S. Tax Cuts and Jobs Act of 2017. Included in these regulations is an annual election for an exclusion from GILTI for income subject to a high rate of foreign tax (the “high tax exception”). Although affiliates may be located in jurisdictions with a high rate of foreign tax, due to differences between local tax rules used to determine the tax liability and the U.S. tax principles used to determine GILTI, affiliates may not meet the high tax exception each year and, as such, may not qualify for this exclusion. The Company plans to make the high tax exception election for the 2024 tax year in jurisdictions where the rules are met. The jurisdictions where the Company does not meet the high tax exception exclusion for the 2024 tax year resulted in a GILTI inclusion for the year ended December 31, 2024. The GILTI inclusion was fully offset by current losses and net operating losses subject to a full valuation allowance. 120 Certain income earned by Alcoa World Alumina Brasil Ltda. ( AWAB) is eligible for a tax holiday, which decreases the tax rate on this income from 34 % to 15.25 %, which will result in future cash tax savings. The holiday related to production at the Alumar refinery was originally expected to end on December 31, 2027. During 2023, it was extended to December 31, 2032. The holiday related to the operation of the Juruti (Brazil) bauxite mine will end on December 31, 2026. In 2021, it was determined that the deferred taxes associated with income subject to the tax holiday would be fully exhausted within the holiday period and the amounts were therefore maintained on the balance sheet at the holiday tax rate. In 2022, the Company’s projection of the reversal of deferred tax assets during the holiday tax period was lowered, and as a result, the remainder was revalued at the statutory rate of 34 %, resulting in a discrete income tax benefit of $ 33 , which is included in Tax holidays above. In 2023, the Company determined that it was no longer more likely than not that the deferred tax asset at AWAB would be realized and recorded a full valuation allowance against the deferred tax asset (see below). As a result, the amount reflected in Tax holidays above is zero with respect to AWAB as of December 31, 2023. In 2024, management’s position on the realizability of these deferred tax assets remains the same as 2023, and the amount reflected in Tax holidays above is zero with respect to AWAB. In October 2022, Alcoa completed the liquidation of a wholly-owned subsidiary, Alcoa Saudi Rolling Inversiones S.L. This liquidation resulted in a deductible loss in the Netherlands and a tax benefit of $ 94 was recognized in 2022, however, this tax benefit was substantially offset by a valuation allowance. In December 2022, Alcoa commenced an internal reorganization to reduce its number of legal entities in Norway from four to one to simplify accounting and treasury functions and reduce external costs. As a result of the simplification, the Company recorded a deferred tax expense of $ 30 in 2022. Deferred income taxes. The components of deferred tax assets and liabilities based on the underlying attributes without regard to jurisdiction were as follows: 2024 2023 December 31, Deferred tax assets Deferred tax liabilities Deferred tax assets Deferred tax liabilities Tax loss carryforwards $ 2,218 $ — $ 2,042 $ — Employee benefits 312 — 312 — Derivatives and hedging activities 248 5 312 10 Loss provisions 166 — 161 — Interest 142 5 142 6 Depreciation 83 202 94 318 Lease assets and liabilities 74 73 34 33 Investment basis differences 73 — 78 — Tax credit carryforwards 23 — 24 — Deferred income/expense 15 119 16 131 Other 69 1 25 — $ 3,423 $ 405 $ 3,240 $ 498 Valuation allowance ( 2,734 ) — ( 2,595 ) — Total $ 689 $ 405 $ 645 $ 498 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 Other Total Tax loss carryforwards $ 164 $ 369 $ 1,685 $ — $ 2,218 Tax credit carryforwards 23 — — — 23 Other — — 136 1,046 1,182 Valuation allowance ( 187 ) ( 330 ) ( 1,760 ) ( 457 ) ( 2,734 ) Total $ — $ 39 $ 61 $ 589 $ 689 Deferred tax assets with no expiration may still have annual limitations on utilization. Other represents deferred tax assets whose expiration is dependent upon the reversal of the underlying temporary difference. 121 The total deferred tax asset (net of valuation allowance) is supported by projections of future taxable income exclusive of reversing temporary differences and taxable temporary differences that reverse within the carryforward period. The composition of Alcoa’s net deferred tax asset by jurisdiction as of December 31, 2024 was as follows: Domestic Foreign Total Deferred tax assets $ 1,090 $ 2,333 $ 3,423 Valuation allowance ( 1,022 ) ( 1,712 ) ( 2,734 ) Deferred tax liabilities ( 68 ) ( 337 ) ( 405 ) Total $ — $ 284 $ 284 Alcoa Australia H oldings Pty Ltd (AAH), a wholly-owned indirect subsidiary of Alcoa, made an election prior to July 31, 2024 that resulted in Alcoa’s other wholly-owned Australian subsidiaries joining AAH’s tax consolidated group (the AAH Tax Consolidated Group). As a result of the acquisition of Alumina Limited, Alumina Limited and all of its Australian subsidiaries, as well as Alcoa of Australia Limited (AofA) and all of its subsidiaries, joined the AAH Tax Consolidated Group on August 1, 2024. Upon acquisition, Alcoa recognized a deferred tax asset (and a corresponding increase to Additional capital) of $ 121 primarily related to the portion of Alumina Limited’s Australian net operating loss carryforwards that the Company has determined are more likely than not to be realized as a result of the consolidated return election. In the fourth quarter of 2024, the Company recognized an additional deferred tax asset (and a corresponding increase to Additional capital) of $ 95 primarily due to the tax allocation of the fixed asset valuation to individual assets. Additionally, the Company recorded a deferred tax asset of $ 265 related to capital loss carryforwards, which was fully offset with a valuation allowance due to uncertain recoverability. The Company has several income tax filers in various foreign countries. Of the $ 284 net deferred tax asset included under the Foreign column in the table above, approximately 100 % relates to five of Alcoa’s income tax filers (the Foreign Filers) as follows: a $ 113 net deferred tax asset for Alcoa Canada Company in Canada; a $ 83 net deferred tax asset for Alcoa-Lauralco Management Company in Canada; a $ 33 net deferred tax asset for Alcoa Wolinbec Company in Canada; a $ 19 net deferred tax asset for Alcoa Islandi and a $ 27 net deferred tax asset for Fjarðaál, both in Iceland; and a $ 9 net deferred tax asset for AofA in Australia. The future realization of the net deferred tax asset for each of the Foreign Filers was based on projections of the respective future taxable income (defined as the sum of pretax income, other comprehensive income, and permanent tax differences), exclusive of reversing temporary differences and carryforwards. The realization of the net deferred tax assets of the Foreign Filers is not dependent on any future tax planning strategies. Accordingly, management concluded that the net deferred tax assets of the Foreign Filers referenced above will more likely than not be realized in future periods, resulting in no need for a partial or full valuation allowance as of December 31, 2024. In December 2023, Alcoa recorded a valuation allowance of $ 154  against the net deferred tax assets of AWAB, of which $ 106  related to the balance as of December 31, 2022. The 2023 full valuation allowance for AWAB was a result of AWAB’s three-year cumulative loss position for the period ended December 31, 2023. The majority of AWAB’s net deferred tax assets relate to prior net operating losses; the loss carryforwards are not subject to an expiration period. If AWAB continues to demonstrate sustained profitability, management may conclude that AWAB’s deferred tax assets may be realized, resulting in a future reversal of the valuation allowance, generating a non-cash benefit in the period recorded. AWAB’s net deferred tax assets, excluding the valuation allowance, were $ 116 as of December 31, 2024. The Company’s subsidiaries in Iceland had a full valuation allowance recorded against deferred tax assets, which was established in 2015 and 2017, as the Company believed it was more likely than not that these tax benefits would not be realized. During 2023, after considering all positive and negative evidence, including the expectation that the jurisdiction will remain in a three-year cumulative income position, the Company determined that it is more likely than not that the net deferred tax assets will be realized. Based on this conclusion, the Company reversed the valuation allowance totaling $ 58 during 2023, generating a non-cash benefit from income taxes. In December 2022, Alcoa recorded a valuation allowance of $ 217 against the net deferred tax assets of Alcoa Alumínio (Alumínio), of which $ 150 related to the balance as of December 31, 2021. The 2022 full valuation allowance for Alumínio was a result of Alumínio’s three-year cumulative loss position for the period ended December 31, 2022. Although the Company entered into aluminum contracts to manage exposures associated with the Alumar smelter restart, these contracts were held by another legal entity, and the associated realized gains are not available to Alumínio to offset the restart losses. While management believes Alumínio will return to profitability in the future with the restart of the Alumar smelter, Alumínio’s recent history, including operational instability during the restart and the impact of the recent increased alumina input costs, does not provide a reliable basis for concluding that it is more likely than not that Alumínio’s net deferred tax assets, which consist primarily of tax loss carryforwards with indefinite life, will be realized. Alumar smelter profitability in future periods could prompt the Company to evaluate the realizability of the deferred tax assets and assess the possibility of a reversal of the valuation allowance, which could generate a non-cash benefit in the period the valuation allowance is reversed. 122 The following table details the changes in the valuation allowance: December 31, 2024 2023 2022 Balance at beginning of year $ ( 2,595 ) $ ( 2,333 ) $ ( 2,062 ) Establishment of new allowances (1) ( 266 ) ( 106 ) ( 150 ) Net change to existing allowances (2) ( 21 ) ( 113 ) ( 151 ) Foreign currency translation 148 ( 43 ) 30 Balance at end of year $ ( 2,734 ) $ ( 2,595 ) $ ( 2,333 ) (1) Reflects valuation allowances initially established as a result of a change in management’s judgment regarding the realizability of deferred tax assets. (2) Reflects movements in previously established valuation allowances, which increase or decrease as the related deferred tax assets increase or decrease. Such movements occur as a result of a change in management’s judgment regarding previously established valuation allowances, remeasurement due to a tax rate change and changes in the underlying attributes of the deferred tax assets, including expiration of the attribute and reversal of the temporary difference that gave rise to the deferred tax asset. Undistributed net earnings. Certain earnings of Alcoa’s foreign subsidiaries are deemed to be permanently reinvested outside the United States. The cumulative amount of Alcoa’s foreign undistributed net earnings deemed to be permanently reinvested was approximately $ 2,857 as of December 31, 2024. Alcoa Corporation has several commitments and obligations related to the Company’s operations in various foreign jurisdictions; therefore, management has no plans to distribute such earnings in the foreseeable future. Alcoa Corporation continuously evaluates its local and global cash needs for future business operations and anticipated debt facilities, which may influence future repatriation decisions. If these earnings were distributed in the form of dividends or otherwise, Alcoa could be subject to foreign income or withholding taxes and state income taxes. Due to the uncertainty of the manner in which the undistributed earnings would be brought back to the United States and the tax laws in effect at that time, it is not practicable to estimate the tax liability that might be incurred if such earnings were remitted to the U.S. Unrecognized tax benefits. Alcoa and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various foreign and U.S. state jurisdictions. With few exceptions, the Company is not subject to income tax examinations by tax authorities for years prior to 2014. The U.S. federal income tax filings of the Company’s U.S. consolidated tax group have been examined through the 2018 tax year, and an examination of the 2021 tax year is ongoing. Foreign jurisdiction tax authorities are in the process of examining income tax returns of several of Alcoa’s subsidiaries for various tax years. Excluding the Australia tax matter discussed in Note S , the period under foreign examination includes the income tax years from 2014 through 2022 . For U.S. state income tax purposes, the Company and its subsidiaries remain subject to income tax examinations for the 2017 tax year and forward. In the third quarter of 2020, AofA paid approximately $ 74 (A$ 107 ) to the ATO related to the tax dispute described in Note S. Upon payment, AofA recorded a noncurrent prepaid tax asset, as the Company continues to believe it is more likely than not that AofA’s tax position will be sustained and therefore is not recognizing any tax expense in relation to this matter. In accordance with Australian tax laws, the initial interest assessment and additional interest are deductible against AofA’s taxable income. AofA applied this deduction beginning in the third quarter of 2020, reducing cash tax payments. Interest compounded in future years is also deductible against AofA’s income in future periods. If AofA is ultimately successful, the interest deduction would become taxable as income in the year the dispute is resolved. In addition, should the ATO decide in the interim to reduce any interest already assessed, the reduction would be taxable as income at that point in time. During 2023, AofA continued to record its tax provision and tax liability without effect of the ATO assessment, since it expects to prevail. The tax payable related to deductions of interest on the assessment will remain on AofA’s balance sheet as a noncurrent liability, increased by the tax effect of subsequent periods’ interest deductions, until dispute resolution. At December 31, 2024 and December 31, 2023, the noncurrent liability resulting from the cumulative interest deductions was approximately $ 206 (A$ 332 ) and $ 199 (A$ 293 ), respectively. The reserve balance for unrecognized tax benefits is included in Noncurrent income taxes on the Consolidated Balance Sheet. 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 $ 5 $ 5 $ 4 Additions for tax positions of prior years — — 2 Reductions for tax positions of prior years ( 1 ) — — Expiration of the statute of limitations — — ( 1 ) Balance at end of year $ 4 $ 5 $ 5 123 For all periods presented, a portion of the balance at end of year 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 2 %, 1 %, and 1 %, respectively, of Income (loss) before income taxes. Alcoa 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 the Company’s policy to recognize interest and penalties related to income taxes as a component of the Provision for income taxes on the accompanying Statement of Consolidated Operations. In 2024, 2023, and 2022 Alcoa recognized $ 0 , $ 1 , and $ 1 , in interest and penalties, respectively. Due to the expiration of the statute of limitations, settlements with tax authorities, and refunded overpayments, the Company also recognized interest income of $ 1 , $ 1 , and $ 1 in 2024, 2023, and 2022, respectively. As of December 31, 2024 and 2023 , the amount accrued for the payment of interest and penalties was $ 3 and $ 4 , respectively. Other Matters . On August 16, 2022, the U.S. enacted the Inflation Reduction Act of 2022 (IRA), which includes a 15 % minimum tax on book income of certain large corporations, a 1 % excise tax on net stock repurchases after December 31, 2022, and several tax incentives to promote clean energy. As a result of the provisions of the IRA, the Company will incur an excise tax of 1 % for certain common stock repurchases made subsequent to December 31, 2022, which will be reflected in the cost of purchasing the underlying shares. The minimum corporate tax did not have an impact on the Company for 2024, 2023, or 2022 and will not have an impact on the Company for 2025. The IRA contains a number of tax credits and other incentives for investments in renewable energy production, carbon capture, and other climate-related actions, as well as the production of critical minerals. In December 2023, the U.S. Treasury issued guidance on Section 45X of the Advanced Manufacturing Tax Credit. The Notice of Proposed Rulemaking (the Proposed Regulations) clarified that commercial grade aluminum is included in the definition of aluminum eligible for the credit, which was designed to incentivize domestic production of critical materials important for the transition to clean energy. On October 24, 2024, the U.S. Treasury finalized the Proposed Regulations under Section 45X with important modifications including the ability to include the cost of certain direct and indirect materials in the cost base of the credit. The Proposed Regulation on the definition of aluminum was not finalized; however, management believes that commercial grade aluminum continues to qualify for the Section 45X credit. In the Preamble to the Final Regulations, the U.S. Treasury indicated it will finalize the definition at a later date. In 2024 and 2023, the Company recorded benefits of $ 71 and $ 36 in Cost of goods sold, respectively, related to its Massena West smelter (New York) and its Warrick smelter (Indiana). As of December 31, 2024, benefits of $ 36 were included in Other receivables and $ 71 were included in Other noncurrent assets on the Consolidated Balance Sheet. As of December 31, 2023, benefits of $ 36 were included in Other receivables on the Consolidated Balance Sheet. R. Asset Retirement Obligations The following table details the carrying value of recorded AROs by major category, of which $ 204 and $2 17 was classified as a current liability as of December 31, 2024 and 2023, respectively: December 31, 2024 2023 Closure of bauxite residue areas $ 396 $ 437 Mine reclamation 321 328 Spent pot lining disposal 103 124 Demolition 50 76 Landfill closure 25 24 Balance at end of year $ 895 $ 989 The following table details the changes in the total carrying value of recorded AROs: December 31, 2024 2023 Balance at beginning of year $ 989 $ 828 Accretion expense 38 33 Liabilities incurred 160 254 Payments ( 196 ) ( 148 ) Reversals of previously recorded liabilities ( 10 ) ( 8 ) Foreign currency translation and other ( 86 ) 30 Balance at end of year $ 895 $ 989 124 Liabilities incurred in 2024 include: • $ 87 for ne w mining areas opened during the year and higher estimated mine reclamation costs; • $ 24 for changes in closure estimates at the previously closed Suralco (Suriname) refinery; • $ 22 related to spent pot lining transportation, treatment, and disposal; • $ 11 related to changes in closure estimates for mine reclamation, landfill closure, and demolition at previously closed sites; • $ 9 related to water treatment due to the curtailment of the Kwinana refinery; and, • $ 6 related to the changes in estimates for residue area closure, landfill closure, and mine reclamation at various operating sites. The liabilities incurred were recorded with corr esponding capitalized asset retirement costs, except for $ 6 related to non-operating bauxite residue areas and spent pot lining transportation and disposal, which was recorded to Cost of goods sold; and a net charge of $ 35 related to changes in closure estimates at previously closed sites and the curtailment of the Kwinana refinery which were recorded to Restructuring and other charges, net (see Note D) on the accompanying Statement of Consolidated Operations. In 2024, reversals of previously recorded liabilities primarily related to the completion of spent pot lining transportation and disposal at the previously closed Intalco smelter. Liabilities incurred in 2023 include: • $ 97 for changes in closure estimates of operating bauxite residue areas; • $ 87 for new mining areas opened during the year and higher estimated mine reclamation costs; • $ 36 related to the closure of the previously curtailed Intalco smelter; • $ 23 related to spent pot lining transportation, treatment, an d disposal; • $ 10 for changes in closure estimates of non-operating bauxite residue areas; and, • $ 1 related to an accrual for demolition for the closure of a potline at Warrick Operations. The additional accruals were recorded with corr esponding capitalized asset retirement costs except for $ 15 related to non-operating bauxite residue areas at the Alumar refinery, spent pot lining and treatment, and mine reclamation which was recorded to Cost of goods sold; and $ 41 related to the closure of the Intalco smelter, updated estimates for spent pot lining treatment and disposal at a previously closed site, and demolition accruals for the closure of a potline at Warrick Operations, which was recorded to Restructuring and other charges, net (see Note D) on the accompanying Statement of Consolidated Operations. In 2023 , reversals of previously recorded liabilities primarily related to changes in estimates at various sites and to the completion of a site demolition project, of which $ 2 was recorded to Restructuring and other charges, net (see Note D) on the accompanying Statement of Consolidated Operations. The estimated timing of cash outflows for recorded AROs at December 31, 2024 was as follows: 2025 $ 204 2026 – 2029 522 Thereafter 169 Total $ 895 Changes to the estimates may result in material changes to the recorded AROs that may require an increase to or a reversal of previously recorded liabilities, as well as changes in the timing of cash outflows. 125 S. Contingencies and Commitments Contingencies Environmental Matters Alcoa Corporation participates in environmental assessments and cleanups at several locations. These include currently or previously owned or operated facilities and adjoining properties, and waste sites, including Superfund (Comprehensive Environmental Response, Compensation and Liability Act (CERCLA)) sites. Alcoa Corporation’s environmental remediation reserve balance reflects the most probable costs to remediate identified environmental conditions for which costs can be reasonably estimated. The following table details the changes in the carrying value of recorded environmental remediation reserves: Balance at December 31, 2021 $ 309 Liabilities incurred 32 Cash payments ( 26 ) Reversals of previously recorded liabilities ( 30 ) Foreign currency translation and other ( 1 ) Balance at December 31, 2022 284 Liabilities incurred 39 Cash payments ( 55 ) Reversals of previously recorded liabilities ( 1 ) Foreign currency translation and other 1 Balance at December 31, 2023 268 Liabilities incurred 25 Cash payments ( 49 ) Reversals of previously recorded liabilities ( 12 ) Foreign currency translation and other ( 12 ) Balance at December 31, 2024 $ 220 At December 31, 2024 and 2023 , the current portion of the remediation reserve balance was $ 38 and $ 66, respectively. In 2024, the Company incurred liabilities of $ 25 and recorded a reversal of $ 12 . The impacts to the Statement of Consolidated Operations were primarily: • $ 20 for an increase in estimated scope and costs associated with ongoing remediation work at several sites and for certain other environmental compliance matters which were recorded in Cost of goods sold; • $ 5 for an increase in estimated costs associated with ongoing remediation work at previously closed sites which were recorded to Restructuring and other charges, net (see Note D); and, • $ 12 reversal for site remediation that is no longer required at a previously closed site which was recorded in Restructuring and other charges, net (see Note D). In 2023, the Company incurred liabilities of $ 39 and recorded a reversal of $ 1 . The impacts to the Statement of Consolidated Operations were primarily: • $ 14 for the closure of the previously curtailed Intalco smelter and $ 13 for an increase in estimated costs associated with ongoing remediation work at the previously closed Longview (Washington) site which were recorded in Restructuring and other charges, net (see Note D); • $ 12 for an increase in estimated costs associated with ongoing remediation work at various other sites which was recorded in Cost of goods sold; and, • $ 1 reversal due to the determination that certain remaining site remediation was no longer required which was recorded in Restructuring and other charges, net (see Note D). 126 In 2022, the Company incurred liabilities of $ 32 and recorded reversals of $ 30 . The impacts to the Statement of Consolidated Operations were primarily: • $ 14 for the closure of the previously curtailed magnesium smelter in Addy and $ 6 for estimates for environmental remediation at the Point Henry site which were recorded in Restructuring and other charges, net (see Note D); • $ 4  for a new phase of work at the former East St. Louis site and $ 9  for environmental activities at various sites recorded in Cost of goods sold; and, • $ 30 reversals during 2022, primarily related to changes in estimates for site remediation at Massena East of $ 18 and Suralco of $ 5 and completion of remediation at a previously closed site in Brazil of $ 6, which were recorded in Restructuring and other charges, net (see Note D). Cash payments include mandated expenditures as well as those not required by any regulatory authority or third party. The estimated timing of cash outflows from the environmental remediation reserve at December 31, 2024 was as follows: 2025 $ 38 2026 – 2029 77 Thereafter 105 Total $ 220 Reserve balances at December 31, 2024 and 2023 , associated with significant sites with active remediation underway or for future remediation were $ 154 and $ 211 , respectively. In management’s judgment, the Company’s reserves are sufficient to satisfy the provisions of the respective action plans. Upon changes in facts or circumstances, a change to the reserve may be required. The Company’s significant sites include: Suriname —The reserve associated with the 2017 closure of the Suralco refinery and bauxite mine is for treatment and disposal of refinery waste and soil remediation. The work began in 2017 and is expected to be completed at the end of 2027. Hurricane Creek, Arkansas —The reserve associated with the 1990 closure of two mining areas and refineries near Hurricane Creek, Arkansas is for ongoing monitoring and maintenance for water quality surrounding the mine areas and residue disposal areas. Massena, New York —The reserve associated with the 2015 closure of the Massena East smelter by the Company’s subsidiary, Reynolds Metals Company, is for subsurface soil remediation to be performed after demolition of the structures. Remediation work commenced in 2021 and will take up to eight years to complete. Point Comfort, Texas —The reserve associated with the 2019 closure of the Point Comfort alumina refinery is for disposal of industrial wastes contained at the site, subsurface remediation, and post-closure monitoring and maintenance. The final remediation plan is currently being developed, which may result in a change to the existing reserve. Addy, Washington —The reserve associated with the 2022 closure of the Addy magnesium smelter facility is for site-wide remediation and investigation and post-closure monitoring and maintenance. Remediation work is not expected to begin until 2027 and will take three to five years to complete. The final remediation plan is currently being developed, which may result in a change to the existing reserve. Ferndale, Washington —The reserve associated with the 2023 closure of the Intalco aluminum smelter in Ferndale, Washington is for below grade site remediation and five years of post-closure maintenance and monitoring. The final remediation plan is under review. In May 2022, the Company received a Notice of Violation (NOV) from the U.S. Environmental Protection Agency (the EPA). The NOV alleged violations under the Clean Air Act at the Intalco smelter from when the smelter was operational. The EPA referred the matter to the U.S. Department of Justice, Environment and Natural Resources Division (the DOJ) in May 2022. The DOJ and the Company agreed to a stipulated settlement, which was filed with the United States District Court for the Western District of Washington at Seattle on July 18, 2024, requiring the Company to pay a civil fine of $ 5 . On October 15, 2024, the Court approved the stipulated settlement of $ 5 , and payment was remitted by the Company. Other Sites —The Company is in the process of decommissioning various other plants and remediating sites in several countries for potential redevelopment or to return the land to a natural state. In aggregate, there are remediation projects at 31 other sites that are planned or underway. These activities will be completed at various times in the future over the next two to four years, after which ongoing monitoring and other activities may be required. At December 31, 2024 and 2023 , the reserve balance associated with these activities was $ 66 and $ 57 , respectively. 127 Tax Brazil (AWAB) — Under Brazilian law, taxpayers who generate non-cumulative federal value added tax credits related to exempt exports may either request a refund in cash (monetization) or offset them against other federal taxes owed. In 2012, AWAB requested monetization of $ 136 (R$ 273 ) from the Brazilian Federal Revenue Office (RFB) and received $ 68 (R$ 136 ) that year. In March 2013, AWAB was notified by the RFB that approximately $ 110 (R$ 220 ) of value added tax credits previously claimed were being disallowed and a penalty of 50 % was assessed. $ 41 (R$ 82 ) of the cash received in 2012 related to the disallowed amount. The value added tax credits were claimed by AWAB for both fixed assets and export sales related to the Juruti bauxite mine and Alumar refinery expansion for tax years 2009 through 2011. The RFB has disallowed credits they allege belong to the consortium in which AWAB owns an interest and should not have been claimed by AWAB. Credits have also been disallowed as a result of challenges to apportionment methods used, questions about the use of the credits, and an alleged lack of documented proof. AWAB presented defense of its claim to the RFB on April 8, 2013. In February 2022, the RFB notified AWAB that it had inspected the value added tax credits claimed for 2012 and disallowed $ 4 (R$ 19 ). In its decision, the RFB allowed credits of $ 14 (R$ 65 ) that were similar to those previously disallowed for 2009 through 2011. In July 2022, the RFB notified AWAB that it had inspected the value added tax credits claimed for 2013 and disallowed $ 13 (R$ 66 ). In its decision, the RFB allowed credits of $ 10 (R$ 53 ) that were similar to those previously disallowed for 2009 through 2011. In September 2024, the RFB notified AWAB that it had further inspected the value added tax credits claimed for 2013 and issued a first administrative decision allowing additional credits of $ 1 (R$ 5 ) that were similar to those previously disallowed for 2009 through 2011. AWAB received the 2012 allowed credits with interest of $ 9 (R$ 44 ) in March 2022, the 2013 allowed credits with interest of $ 6 (R$ 31 ) in August 2022, and the additional 2013 allowed credits with interest of $ 1 (R$ 6 ) in December 2024. The decisions on the 2012 and 2013 credits provide positive evidence to support management’s opinion that there is no basis for these credits to be disallowed. AWAB will continue to dispute the credits that were disallowed for 2012 and 2013. If AWAB is successful in this administrative process, the RFB would have no further recourse. If unsuccessful in this process, AWAB has the option to litigate at a judicial level. Separately from AWAB’s administrative appeal, in June 2015, a new tax law was enacted repealing the provisions in the tax code that were the basis for the RFB assessing a 50 % penalty in this matter. As such, the estimated range of reasonably possible loss for these matters is $ 0 to $ 48 (R$ 300 ). It is management’s opinion that the allegations have no basis; however, at this time, the Company is unable to reasonably predict an outcome for this matter. Australia (AofA) — In December 2019, AofA received a statement of audit position (SOAP) from the Australian Taxation Office (ATO) related to the pricing of certain historic third-party alumina sales. The SOAP proposed adjustments that would result in additional income tax payable by AofA. During 2020, the SOAP was the subject of an independent review process within the ATO. At the conclusion of this process, the ATO determined to continue with the proposed adjustments and issued Notices of Assessment (the Notices) that were received by AofA on July 7, 2020. The Notices asserted claims for income tax payable by AofA of approximately $ 132 (A$ 214 ). The Notices also included claims for compounded interest on the tax amount totaling approximately $ 438 (A$ 707 ). On September 17, 2020, the ATO issued a position paper with its preliminary view on the imposition of administrative penalties related to the tax assessment issued to AofA. This paper proposed penalties of approximately $ 79 (A$ 128 ). AofA disagreed with the Notices and with the ATO’s proposed position on penalties. During 2020, AofA lodged formal objections to the Notices, provided a submission on the ATO’s imposition of interest and submitted a response to the ATO’s position paper on penalties. After the ATO completes its review of AofA’s response to the penalties position paper, the ATO could issue a penalty assessment. To date, AofA has not received a response to its submission on the ATO’s imposition of interest or its response to the ATO’s position paper on penalties. Through February 1, 2022, AofA did not receive a response from the ATO on AofA’s formal objections to the Notices and, on that date, AofA submitted statutory notices to the ATO requiring the ATO to make decisions on AofA’s objections within a 60-day period. On April 1, 2022, the ATO issued its decision disallowing the Company’s objections related to the income tax assessment, while the position on penalties and interest remains outstanding. On April 29, 2022, AofA filed proceedings in the Australian Administrative Appeals Tribunal (AAT) against the ATO to contest the Notices. The AAT held the first directions hearing on July 25, 2022 ordering AofA to file its evidence and related materials by November 4, 2022, ATO to file its materials by April 14, 2023 and AofA to file reply materials by May 26, 2023. AofA filed its evidence and related materials on November 4, 2022. The ATO did not file its materials by April 14, 2023. At a directions hearing on May 17, 2023, the ATO was granted an extension to file its materials by August 18, 2023. At a directions hearing on September 26, 2023, the ATO was granted an additional extension to file its materials by November 3, 2023. The ATO filed its materials on November 13, 2023. At a directions hearing on November 22, 2023, AofA was ordered to file any reply materials by March 15, 2024. AofA filed its reply materials on March 15, 2024. The substantive hearing was completed in June 2024, and AofA is awaiting the AAT's decision. 128 The Company maintains that the sales subject to the ATO’s review, which were ultimately sold to Aluminium Bahrain B.S.C., were the result of arm’s length transactions by AofA over two decades and were made at arm’s length prices consistent with the prices paid by other third-party alumina customers. In accordance with the ATO’s dispute resolution practices, AofA paid 50 % of the assessed income tax amount exclusive of interest and any penalties, or approximately $ 74 (A$ 107 ), during the third quarter 2020, and the ATO is not expected to seek further payment prior to final resolution of the matter. If AofA is ultimately successful, any amounts paid to the ATO as part of the 50 % payment would be refunded. AofA funded the payment with cash on hand and recorded the payment within Other noncurrent assets as a noncurrent prepaid tax asset; at December 31, 2024 the related balance was $ 66 (A$ 107 ). Interest on the unpaid tax continues to accrue during the dispute, which, along with the initial interest assessment, is deductible against taxable income by AofA. Beginning in the third quarter of 2020, AofA applied this deduction and total reductions in cash tax payments of $ 206 (A$ 332 ) and $ 199 (A$ 293 ) are reflected within Other noncurrent liabilities and deferred credits as a noncurrent accrued tax liability at December 31, 2024 and December 31, 2023, respectively. If AofA is ultimately successful, the interest would be taxable as income in the year the dispute is resolved, and accrued cash taxes would be paid to the ATO ($ 206 (A$ 332 ) accrued as of December 31, 2024). The Company continues to believe it is more likely than not that AofA’s tax position will be sustained and therefore is not recognizing any tax expense in relation to this matter. However, because the ultimate resolution of this matter is uncertain at this time, the Company cannot predict the potential loss or range of loss associated with the outcome, which may materially affect its results of operations and financial condition. References to any assessed U.S. dollar amounts presented in connection with this matter have been converted into U.S. dollars from Australian dollars based on the exchange rate in the respective period. Other Spain — In July 2019, the Company completed the divestiture of the Avilés and La Coruña (Spain) aluminum facilities to PARTER Capital Group AG (PARTER) in a sale process endorsed by the Spanish government and supported by the workers’ representatives following a collective dismissal process. In connection with the divestiture, Alcoa committed to make financial contributions to the divested entities of up to $ 95 ; a total of $ 78 was paid through December 31, 2021. In early 2020, PARTER sold a majority stake in the facilities to an unrelated party. Alcoa had no knowledge of the subsequent transaction prior to its announcement and on August 28, 2020, Alcoa filed a lawsuit with the Court of First Instance in Madrid, Spain asserting that the sale was in breach of the sale agreement between Alcoa and PARTER. In June 2023, the Court of First Instance in Madrid issued a declaratory judgment in Alcoa’s favor ruling that the transaction between PARTER and the unrelated party was a breach of the sale agreement. There was no financial compensation to the Company as a result of this ruling. Related to this subsequent sale transaction, certain proceedings and investigations were initiated by or at the request of the employees of the facilities against their current employers, the new owners of the current employers, and Alcoa, alleging that certain agreements from the 2019 collective dismissal process remain in force and that, under such agreements, Alcoa remains liable for certain related employment benefits. During 2022, Alcoa reached a Global Settlement Agreement (GSA) with the workers of the divested Avilés and La Coruña facilities to settle various legal disputes related to the 2019 divestiture, and Alcoa recorded a charge of $ 79 in Restructuring and other charges, net to reflect its estimated liability for the GSA. In July 2023, the Supreme Court of Spain ratified the GSA. Upon completion of the remaining administrative and judicial approvals, the Company made cash payments of $ 76 to the former employees of the facilities in 2023 in accordance with the GSA. The remaining payments were made in 2024 . St. Croix Proceedings —Prior to 2012, Alcoa Inc., the Company’s former parent company, was served with two multi-plaintiff actions alleging personal injury or property damage from Hurricane Georges or winds blowing material from the Company’s former St. Croix alumina facility. These actions were subsequently consolidated into the Red Dust Claims docket in 2017. In March 2022, the Superior Court of the Virgin Islands issued an amended case management order dividing complaints filed in the Red Dust docket into groups of 50 complaints, designated Groups A through I. The parties selected 10 complaints from Group A to proceed to trial as the Group A lead cases. In May 2024, the Court issued an amended case management order with regard to the Group A lead cases scheduling trials to begin in November 2024. The Court further ordered the parties to participate in mediation on or before August 31, 2024. After completing its case analysis in the second quarter of 2024, the Company recorded a reserve for its estimate of probable loss and a related receivable for insurance proceeds with no material impact to the results of operations. Alcoa participated in the court-ordered mediation in August 2024 and reached a settlement agreement to resolve the matter in its entirety, which resulted in no further impact to Alcoa’s results of operations. The settlement was finalized and funds were released in January 2025 upon receiving signed release agreements or final dismissals from every plaintiff. This matter is now closed. 129 General In addition to the matters discussed above, various other lawsuits, claims, and proceedings have been or may be instituted or asserted against Alcoa Corporation, including those pertaining to environmental, safety and health, commercial, tax, product liability, intellectual property infringement, governance, employment, and employee and retiree benefit matters, and other actions and claims arising out of the normal course of business. While the amounts claimed in these other matters may be substantial, the ultimate liability is not readily determinable because of the considerable uncertainties that exist. Accordingly, it is possible that the Company’s liquidity or results of operations in a particular 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 financial position of the Company. Commitments Purchase Obligations. Alcoa Corporation is party to unconditional purchase obligations for energy that expire between 2040 and 2041 . Commitments related to these contracts total $ 50 in 2025, $ 53 in 2026, $ 55 in 2027, $ 57 in 2028, $ 59 in 2029, and $ 740 thereafter. Expenditures under these contracts totaled $ 50 in 2024 , $ 53 in 2023 , and $ 58 in 2022 . Additionally, the Company has entered into other purchase commitments for energy, raw materials, and other goods and services, which total $ 4,431 in 2025, $ 1,764 in 2026, $ 1,497 in 2027, $ 1,275 in 2028, $ 1,267 in 2029, and $ 7,233 thereafter. AofA has a gas supply agreement to power its three alumina refineries in Western Australia which began in July 2020 for a 12-year period. The terms of this agreement required AofA to make a prepayment of $ 500 prior to 2017. At December 31, 2024 , prepayments of $ 35 and $ 225 were included in Prepaid expenses and other current assets and Other noncurrent assets (see Note U), respectively, on the accompanying Consolidated Balance Sheet. At December 31, 2023 , prepayments of $ 37 and $ 283 were included in Prepaid expenses and other current assets and Other noncurrent assets (see Note U), respectively, on the accompanying Consolidated Balance Sheet. Guarantees of Third Parties. As of December 31, 2024 and 2023 , the Company had no outstanding potential future payments for guarantees issued on behalf of a third party. Bank Guarantees and Letters of Credit. Alcoa Corporation and its subsidiaries have outstanding bank guarantees and letters of credit related to, among others, energy contracts, environmental obligations, legal and tax matters, leasing obligations, workers compensation, and customs duties. The total amount committed under these instruments, which automatically renew or expire at various dates between 2025 and 2026 , was $ 316 (includes $ 87 issued under a standby letter of credit agreement —see below) at December 31, 2024 . Additionally, ParentCo has outstanding bank guarantees and letters of credit related to the Company of $ 12 at December 31, 2024 . In the event ParentCo would be required to perform under any of these instruments, ParentCo would be indemnified by Alcoa Corporation in accordance with the Separation and Distribution Agreement. Likewise, the Company has outstanding bank guarantees and letters of credit related to ParentCo of $ 6 at December 31, 2024. In the event Alcoa Corporation would be required to perform under any of these instruments, the Company would be indemnified by ParentCo in accordance with the Separation and Distribution Agreement. In December 2023, AofA committed to provide a bank guarantee in connection with the approval of the Company’s five-year mine plans that were referred to the Western Australia Environmental Protection Agency (WA EPA), which demonstrates Alcoa’s confidence that its operations will not impair drinking water supplies. On September 30, 2024 and October 1, 2024, AofA delivered bank guarantees totaling $ 62 (A$ 100 ). After March 27, 2025, Alcoa may, with the Western Australian government’s consent, replace the bank guarantee with a parent company guarantee or a surety bond. The requirement to provide financial assurance will expire upon the completion of the WA EPA’s assessment of the Company’s five-year mine plans. In August 2017, Alcoa Corporation entered into a standby letter of credit agreement with three financial institutions, which was most recently amended in May 2024 and expires on May 1, 2026 . The agreement provides for a $ 200 facility used by the Company for matters in the ordinary course of business. Alcoa Corporation’s obligations under this facility are secured in the same manner as obligations under the Company’s revolving credit facility. Additionally, this facility contains similar representations and warranties and affirmative, negative, and financial covenants as the Company’s Revolving Credit Facility (see Note M). As of December 31, 2024 , letters of credit aggregating $ 87 were issued under this facility. 130 Surety Bonds. Alcoa Corporation has outstanding surety bonds primarily related to tax matters, contract performance, workers compensation, environmental-related matters, and customs duties. The total amount committed under these bonds, which automatically renew or expire at various dates between 2025 and 2029 , was $ 245 at December 31, 2024 . Additionally, ParentCo has outstanding surety bonds related to the Company of $ 7 at December 31, 2024 . In the event ParentCo would be required to perform under any of these instruments, ParentCo would be indemnified by Alcoa Corporation in accordance with the Separation and Distribution Agreement. Likewise, the Company has outstanding surety bonds related to ParentCo of $ 7 at December 31, 2024 . In the event Alcoa Corporation would be required to perform under any of these instruments, the Company would be indemnified by ParentCo in accordance with the Separation and Distribution Agreement. T. Leasing The Company records a right-of-use asset and lease liability for several types of operating leases, including land and buildings, plant equipment, vehicles, maritime vessels, and computer equipment. These amounts are equivalent to the aggregate future lease payments on a discounted basis. The leases have remaining terms of less than one to 58 years . The discount rate applied in determining the present value of lease payments is the Company’s incremental borrowing rate at the lease commencement date, unless there is a rate implicit in the lease agreement. The Company does not have material financing leases. Lease expense and operating cash flows include: 2024 2023 Costs from operating leases $ 54 $ 53 Variable lease payments $ 42 $ 25 Short-term rental expense $ 7 $ 11 The weighted average lease term and weighted average discount rate were as follows: December 31, 2024 2023 Weighted average lease term for operating leases (years) 10.7 12.9 Weighted average discount rate for operating leases 6.8 % 6.7 % The following represents the aggregate right-of-use assets and related lease obligations recognized in the Consolidated Balance Sheet: December 31, 2024 2023 Properties, plants, and equipment, net $ 259 $ 135 Other current liabilities $ 38 $ 31 Other noncurrent liabilities and deferred credits 223 104 Total operating lease liabilities $ 261 $ 135 New leases of $ 163 and $ 76 were added during the years ended December 31, 2024 and 2023, respectively. The future cash flows related to the operating lease obligations as of December 31, 2024 were as follows: Year Ending December 31, 2025 $ 55 2026 48 2027 42 2028 37 2029 32 Thereafter 170 Total lease payments (undiscounted) 384 Less: discount to net present value ( 123 ) Total $ 261 131 U. Other Financial Information Interest Cost Components 2024 2023 2022 Amount charged to expense $ 156 $ 107 $ 106 Amount capitalized 8 4 3 $ 164 $ 111 $ 109 Other Expenses (Income), Net 2024 2023 2022 Equity loss $ 24 $ 228 $ 27 Foreign currency losses (gains), net 126 ( 64 ) 9 Net loss from asset sales 37 14 10 Net (gain) loss on mark-to-market derivative instruments (P) ( 58 ) 5 ( 174 ) Non-service costs – pension and other postretirement benefits (O) 16 13 60 Other, net ( 54 ) ( 62 ) ( 50 ) $ 91 $ 134 $ ( 118 ) In 2024 and 2023 , Other, net of $ 54 and $ 62 , respectively, was primarily related to interest income on interest bearing accounts. In 2022 , Other, net of $ 50 was primarily related to interest income for the Brazil value added tax credits (see Note S). Other Noncurrent Assets December 31, 2024 2023 Prepaid gas transmission contract $ 278 $ 297 Gas supply prepayment (S) 225 283 Value added tax credits 213 336 Deferred mining costs, net 184 187 Goodwill (L) 142 146 Prepaid pension benefit (O) 128 125 IRA Section 45X credit (Q) 71 — Noncurrent prepaid tax asset (S) 66 73 Noncurrent restricted cash (see below) 53 71 Intangibles, net (L) 36 37 Other 101 95 $ 1,497 $ 1,650 Prepaid gas transmission contract —As part of a previous sale transaction of an equity investment, Alcoa maintained access to approximately 30 % of the Dampier to Bunbury Natural Gas Pipeline transmission capacity in Western Australia for gas supply to three alumina refineries. At December 31, 2024 and 2023 , AofA had an asset of $ 278 and $ 297 , respectively, representing prepayments made under the agreement for future gas transmission services. Value added tax credits —The Value added tax (VAT) credits (federal and state) relate to two of the Company’s subsidiaries in Brazil, AWAB, and Alumínio, concerning the Alumar smelter and refinery and the Juruti mine. The mine, refinery and smelter pay VAT on the purchase of goods and services used in the mining, alumina, and production process. The credits generally can be utilized to offset the VAT charged on domestic sales of bauxite, alumina, and aluminum. In the fourth quarter of 2018, after an assessment of the future realizability of Brazil state VAT credits recorded, the Company established an allowance on the accumulated state VAT credit balances and stopped recording any future credit benefits. With the restart of the Alumar smelter and its first metal sales in June 2022, the Company had the ability to monetize these credits. In June 2022, the Company reversed the allowance with a credit of $ 83 to Restructuring and other charges, net and reversed the subsequent additions to the valuation allowance with a credit to Cost of goods sold of $ 46 (same accounts as when incurred). 132 Other Noncurrent Liabilities and Deferred Credits December 31, 2024 2023 Operating lease obligations (T) $ 223 $ 104 Noncurrent accrued tax liability (S) 206 199 Accrued compensation and retirement costs 95 94 Deferred energy credits 36 42 Value added tax credits payable to Arconic Corporation 26 58 Deferred alumina sales revenue 12 20 Noncurrent restructuring reserve (D) 8 15 Other 50 36 $ 656 $ 568 Deferred energy credits —Deferred energy credits relate to cash received for 2022 and 2021 carbon dioxide emissions related to the San Ciprián smelter and refinery during the years ended December 31, 2024 and 2023, respectively, from a governmental agency in Spain. The terms of the credits require the Company to comply with certain conditions for a period of three years. These deferred credits will be recognized as a reduction to Cost of goods sold once it is determined to be probable the Company will satisfy all conditions. Should the Company not meet all conditions during the three-year period, the credits will be repaid to the governmental agency. Cash and Cash Equivalents and Restricted Cash December 31, 2024 2023 Cash and cash equivalents $ 1,138 $ 944 Current restricted cash 43 32 Noncurrent restricted cash 53 71 $ 1,234 $ 1,047 Restricted cash primarily relates to commitments made for the December 2021 and February 2023 viability agreements for the San Ciprián restart (see Note D). The Company incurred $ 9 of capital investment expenditures and $ 5 of smelter restart expenditures against the commitments during 2024, of which $ 5 was released from restricted cash. At December 31, 2024, the Company had restricted cash of $ 86 , of which $ 10 was released in February 2025 for 2024 expenditures, and the remaining $ 76 is available for capital improvements at the site and smelter restart costs. Cash Flow Information Cash paid for interest and income taxes was as follows: 2024 2023 2022 Interest, net of amount capitalized $ 132 $ 100 $ 100 Income taxes, net of amount refunded 157 319 504 133 V. Supplie r Finance Programs The Company has various supplier finance programs with third-party financial institutions that are made available to suppliers to facilitate payment term negotiations. Under the terms of these agreements, participating suppliers receive payment in advance of the payment date from third-party financial institutions for qualifying invoices. Alcoa’s obligations to its suppliers, including amounts due and payment terms, are not impacted by its suppliers’ participation in these programs. The Company does not pledge any assets as security or provide any guarantees beyond payment of outstanding invoices at maturity under these arrangements. The Company does not pay fees to the financial institutions under these arrangements. At December 31, 2024 and December 31, 2023 , qualifying supplier invoices outstanding under these programs were $ 94 and $ 104 , respectively, and have payment terms ranging from 50 to 110 days. These obligations are included in Accounts payable, trade on the accompanying Consolidated Balance Sheet. The rollforward of Alcoa’s outstanding obligations confirmed as valid under its supplier finance program for the years ended December 31, 2024 is as follows: December 31, 2024 Confirmed obligations outstanding at the beginning of the year $ 104 Invoices confirmed during the year 446 Confirmed invoices paid during the year ( 452 ) Foreign currency translation and other ( 4 ) Confirmed obligations outstanding at the end of the year $ 94 W. Subsequ ent Events On February 20, 2025 , the Board of Directors declared a quarterly cash dividend of $ 0.10 per share of the Company’s common stock (including common stock underlying CDIs) and Series A convertible preferred stock, to be paid on March 20, 2025 to stockholders of record as of the close of business on March 4, 2025 . Dividends on Alcoa’s common and preferred stock are paid in U.S. dollars. Dividends on common stock underlying CDIs paid in a currency other than the U.S. dollar will be determined using foreign currency exchange rates as of March 14, 2025. 134 Item 9. Changes in and Disagreements with Accou ntants on Accounting and Financial Disclosure. None.