What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2024-03-12 compared with 2023-02-14 · 404 added, 245 removed, 1621 unchanged (29% of the section changed)

124 unchanged sentences

Inventories 2,889 ( 295 ) ( 2,839 )

Deferred consideration in securitized receivables — — ( 4,603 )

Other current assets 694 ( 279 ) 1,298

8 unchanged sentences

Investments in affiliates ( 18 ) ( 77 ) ( 34 )

Investments in retained interest in securitized receivables — — ( 2,121 )

Proceeds from retained interest in securitized receivables — — 6,724

Cost method investments — ( 155 ) ( 69 )

9 unchanged sentences

Total Financing Activities ( 4,604 ) ( 2,499 ) ( 1,118 )

Effect of exchange rate on cash, cash equivalents, restricted cash, and restricted cash equivalents ( 3 ) — —

Increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents ( 1,643 ) ( 421 ) 2,808

9 unchanged sentences

Income taxes $ 742 $ 708 $ 553

Supplemental Disclosure of Noncash Investing Activity:

Retained interest in securitized receivables $ — $ — $ 4,656

See notes to consolidated financial statements.

5 unchanged sentences

Balance, December 31, 2020 556 $ 2,824 $ 19,780 $ ( 2,604 ) $ 22 $ 20,022

Impact of ASC 326 (see Note 1) ( 8 ) ( 8 )

Balance, January 1, 2020 557 $ 2,655 $ 18,950 $ ( 2,405 ) $ 17 $ 19,217

Comprehensive income

3 unchanged sentences

Cash dividends paid-$ 1.48 per share ( 834 ) ( 834 )

Share repurchases ( 4 ) ( 133 ) ( 133 )

Stock compensation expense 3 161 161

7 unchanged sentences

Cash dividends paid-$ 1.60 per share ( 899 ) ( 899 )

Share repurchases ( 17 ) ( 1,450 ) ( 1,450 )

Stock compensation expense 3 147 147

17 unchanged sentences

Nature of Business

ADM unlocks the power of nature to enrich the quality of life.

The Company is an indispensable global agricultural supply chain manager and processor;

a premier human and animal nutrition provider;

a trailblazer in groundbreaking solutions to support healthier living;

an industry-leading innovator in replacing petroleum-based products;

and a leader in sustainability.

ADM’s breadth, depth, insights, facilities and logistical expertise give the Company unparalleled capabilities to meet demand driven by global trends related to food security, health and well-being, and sustainability of the agriculture and food value chains.

From the seed of the idea to the outcome of the solution, ADM gives customers an edge in solving the nutritional and sustainability challenges of today and tomorrow.

The Company is one of the world’s leading producers of ingredients for sustainable nutrition.

From staple foods, such as flour, oils, and sweeteners, to innovative alternatives like plant-based meat and dairy, ADM offers the industry’s broadest portfolio of food and beverage solutions.

The Company is also a leader in animal nutrition.

Today, more and more people want to feed their pets with the same kind of clean, simple, and healthy products that they eat themselves, and consumers expect livestock and poultry to be fed and raised naturally, humanely, and sustainably.

ADM offers a range of ingredients, flavors, and solutions from nature to meet every animal’s needs.

ADM unlocks the power of nature to enrich the quality of life for people and animals.

ADM’s innovation and expertise are helping people live healthier lives and support a healthier planet.

The Company’s globally-integrated footprint combined with local insight give ADM capabilities few other companies have to meet critical and global needs.

With a foundation in nature and nutrition, the Company is a leader in sustainability, scaling across entire value chains to help decarbonize the industry, and safeguard the planet.

ADM has three business segments:

Ag Services and Oilseeds, Carbohydrate Solutions, and Nutrition.

The Company is an essential global agricultural supply chain manager and processor supporting food security by connecting local needs with global capabilities.

Principles of Consolidation

29 unchanged sentences

Year Ended December 31

(In millions)

Beginning, January 1 $ 199 $ 122

4 unchanged sentences

Ending, December 31 $ 215 $ 199

Effective January 1, 2020, the Company adopted Accounting Standards Codification (ASC) Topic 326, Financial Instruments - Credit Losses (Topic 326), and recorded a cumulative effect adjustment to retained earnings at January 1, 2020 of $ 8 million as a result of the adoption of Topic 326.

Current year provisions in the year ended December 31, 2023 is net of reversals of prior year general provisions for economic factors related to the pandemic and provision for a certain customer.

Write-offs against allowance in the year ended December 31, 2023 were related to a customer in Brazil and allowance on receivables that were subsequently sold in the current year.

Other in the year ended December 31, 2023 is due primarily to reclassifications.

Certain merchandisable agricultural commodity inventories, which include inventories acquired under deferred pricing contracts, are stated at market value.

In addition, the Company values certain inventories using the first-in, first-out (FIFO) method at the lower of cost or net realizable value.

Prior to January 1, 2020, the Company also valued certain of its agricultural commodity inventories using the last-in, first-out (LIFO) method at the lower of cost or net realizable value.

Effective January 1, 2020, the Company changed the method of accounting for certain of its agricultural commodity inventories from the LIFO method to market value in the Ag Services and Oilseeds segment.

The Company concluded that the accounting change did not have a material effect on prior periods’ financial statements and elected not to apply the change on a retrospective basis.

As a result, the Company recorded a reduction in cost of products sold of $ 91 million ($ 69 million after tax, equal to $ 0.12 per diluted share) for the cumulative effect of the change in the year ended December 31, 2020 with no impact to the statement of cash flows.

The change did not have a material impact on the Company’s results for the year ended December 31, 2020.

If the Company had not made the accounting change, the effect of LIFO valuation on ADM’s operating results would have been an increase in cost of goods sold of $ 147 million ($ 113 million after tax, equal to $ 0.20 per diluted share) in the year ended December 31, 2020, with no impact to the consolidated statement of cash flows.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Summary of Significant Accounting Policies (Continued)

The following table sets forth the Company’s inventories as of December 31, 2023 and 2022.

5 unchanged sentences

Included in raw materials and supplies are work in process inventories which were not material as of December 31, 2023 and 2022.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Summary of Significant Accounting Policies (Continued)

Fair Value Measurements

17 unchanged sentences

The Company’s policy regarding the timing of transfers between levels, including both transfers into and transfers out of Level 3, is to measure and record the transfers at the end of the reporting period.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Summary of Significant Accounting Policies (Continued)

The Company recognizes all of its derivative instruments as either assets or liabilities at fair value in its consolidated balance sheet.

6 unchanged sentences

For derivative instruments that are designated and qualify as net investment hedges, foreign exchange gains and losses related to changes in foreign currency exchange rates are deferred in AOCI until the underlying investment is divested.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Summary of Significant Accounting Policies (Continued)

Cost Method Investments

Cost method investments of $ 438 million and $ 488 million as of December 31, 2023 and 2022, respectively, are included in Other Assets in the Company’s consolidated balance sheets.

Revaluation gains of $ 37 million, $ 49 million, and $ 23 million for the years ended December 31, 2022, 2021, and 2020, respectively, in connection with observable third-party transactions, are recorded in interest and investment income in the Company’s consolidated statements of earnings.

As of December 31, 2022, the cumulative amount of upward adjustments is $ 113 million.

Revaluation losses of $ 76 million for the year ended December 31, 2023 were related to investments in the alternative protein category and precision fermentation.

Revaluation gains of $ 37 million and $ 49 million for the years ended December 31, 2022 and 2021, respectively, were in connection with observable third-party transactions (a level 2 measurement under applicable accounting standards).

Revaluation gains and losses are recorded in interest and investment income in the Company’s consolidated statements of earnings.

As of December 31, 2023, the cumulative amounts of upward and downward adjustments were $ 113 million and $ 76 million, respectively.

Property, Plant, and Equipment

13 unchanged sentences

Income tax effects from AOCI are released when the individual units of account are sold, terminated, or extinguished.

Goodwill and other intangible assets

Goodwill and other intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests.

Definite-lived intangible assets, including capitalized expenses related to the Company’s 1ADM program such as third-party configuration costs and internal labor, are amortized over their estimated useful lives of 1 to 50 years and are reviewed for impairment whenever there are indicators the carrying value of the assets may not be fully recoverable.

The Company’s accounting policy is to evaluate goodwill and other intangible assets with indefinite lives for impairment on October 1 of each fiscal year or whenever there are indicators the carrying value of the assets may not be fully recoverable.

The Company recorded impairment charges totaling $ 201 million related to goodwill, customer list, and discontinued animal nutrition trademarks, $ 2 million related to customer list, and $ 52 million related to goodwill and other intangibles during the years ended December 31, 2023, 2022, and 2021, respectively (see Note 9 for additional information).

Archer-Daniels-Midland Company

1 unchanged sentence

Summary of Significant Accounting Policies (Continued)

Goodwill and other intangible assets

Goodwill and other intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests.

Definite-lived intangible assets, including capitalized expenses related to the Company’s 1ADM program such as third-party configuration costs and internal labor, are amortized over their estimated useful lives of 1 to 50 years and are reviewed for impairment whenever there are indicators that the carrying value of the assets may not be fully recoverable.

The Company’s accounting policy is to evaluate goodwill and other intangible assets with indefinite lives for impairment on October 1 of each fiscal year or whenever there are indicators that the carrying value of the assets may not be fully recoverable.

The Company recorded impairment charges totaling $ 2 million related to customer lists, $ 52 million related to goodwill and other intangibles, and $ 26 million related to customer lists during the years ended December 31, 2022, 2021, and 2020, respectively (see Note 9 for additional information).

The goodwill impairment charge recorded during the year ended December 31, 2023 of $ 137 million was related to the Animal Nutrition reporting unit that was evaluated for impairment using a quantitative assessment.

The Company utilized a third-party valuation specialist to assist management in determining the fair value of the Animal Nutrition reporting unit.

The fair value of the Animal Nutrition reporting unit was estimated based on a combination of discounted cash flows (income approach) and the use of pricing multiples derived from an analysis of comparable public companies multiplied against historical and or anticipated financial metrics (market approach).

As a result of the impairment testing in the fourth quarter of 2023, the Company determined the fair value of the Animal Nutrition reporting unit was below its carrying value.

The decline in the fair value of the Animal Nutrition reporting unit was primarily driven by a higher discount rate due to changes in the underlying business performance and industry conditions as well as the macroeconomic environment, causing a decline in projected cash flows.

Asset Abandonments and Write-Downs

3 unchanged sentences

During 2023, 2022 and 2021, the Company temporarily idled certain assets which were not material.

During 2020, the Company temporarily idled certain of its corn processing assets where ethanol is produced and performed a quantitative impairment assessment of those assets, resulting in no impairment charges.

The Company restarted the 2020 idled facilities in April 2021.

During the years ended December 31, 2023, 2022, and 2021, asset abandonment and impairment charges were $ 108 million, $ 35 million, and $ 73 million, respectively.

12 unchanged sentences

Measured compensation cost, net of forfeitures, is recognized ratably over the vesting period of the related stock compensation award.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Summary of Significant Accounting Policies (Continued)

Research and Development

1 unchanged sentence

Such costs incurred, net of expenditures subsequently reimbursed by government grants, were $ 256 million, $ 216 million, and $ 171 million for the years ended December 31, 2023, 2022, and 2021, respectively.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Summary of Significant Accounting Policies (Continued)

Per Share Data

17 unchanged sentences

ADM employs approximately 630 people in Ukraine and operates an oilseeds crushing plant, a grain port terminal, inland and river silos, and a trading office.

Most of the facilities have been temporarily idled since February 24, 2022, some of which were brought back online during the quarter ended September 30, 2022, due in part to the opening of the Black Sea grain export corridor.

The Company’s footprint in Russia is limited to operations related to the production and transport of essential food commodities and ingredients.

As a result of the ongoing conflict in Ukraine, the Company reviewed the valuation of its assets and recorded immaterial charges in the year ended December 31, 2022 related to receivables and inventories.

As of December 31, 2022, ADM concluded that 1) receivables, net of allowances, are deemed collectible;

and 2) commodity inventories are valued appropriately.

The temporarily idled property, plant, and equipment, which is immaterial, are not considered impaired.

The Company also evaluated the impact of Russia’s recent announcement of its purported annexation of four Ukrainian regions on the valuation of ADM’s assets in those regions and concluded that the assets are appropriately valued.

As a result of the ongoing conflict in Ukraine, the Company reviewed the valuation of its assets and concluded that as of December 31, 2023, receivables, net of allowances, are deemed collectible and market inventories are valued appropriately.

The Company also evaluated the impact of Russia’s announcement of its purported annexation of four Ukrainian regions on the valuation of ADM’s assets in those regions and concluded the assets are appropriately valued.

As the conflict in Ukraine evolves, the Company will continue to review the valuation of these assets and make any required adjustments, which are not expected to be material to the Company’s consolidated financial statements.

New Accounting Standards

Effective January 1, 2023, the Company adopted the amended guidance of Accounting Standards Codification (ASC) Topic 805, Business Combinations , which improves comparability for both the recognition and measurement of acquired revenue contracts with customers at the date of and after a business combination.

The amended guidance requires an entity (acquirer) to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC Topic 606, Revenue from Contracts with Customers , (Topic 606).

The Company’s adoption of this amended guidance did not have an impact on its consolidated financial statements.

Archer-Daniels-Midland Company

1 unchanged sentence

Summary of Significant Accounting Policies (Continued)

Pending Accounting Standards

Effective January 1, 2023, the Company adopted the amended guidance of ASC Subtopic 405-50, Liabilities - Supplier Finance Programs , which enhances the transparency of supplier finance programs.

The amended guidance requires an entity (buyer) in a supplier finance program to disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, changes from period to period, and potential magnitude.

ADM has Supplier Payable Programs (“SPP”) with financial institutions which act as its paying agents for payables due to certain of its suppliers.

The Company has neither an economic interest in a supplier’s participation in the SPP nor a direct financial relationship with the financial institutions, and has concluded its obligations to the suppliers, including amounts due and scheduled payment terms, are not impacted by their participation in the SPP.

Accordingly, amounts associated with the SPP continue to be classified in current liabilities in the Company’s consolidated balance sheet and in operating activities in its consolidated statement of cash flows.

The supplier invoices that have been confirmed as valid under the program require payment in full generally within 90 days of the invoice date.

As of December 31, 2023 and 2022, the Company's outstanding payment obligations suppliers had elected to sell to the financial institutions were $ 274 million and $ 196 million, respectively.

Changes to the outstanding payment obligations are as follows:

Year Ended December 31

(In millions)

Beginning, January 1 $ 196

Obligations confirmed 1,100

Obligations paid ( 1,022 )

Ending, December 31 $ 274

Through December 31, 2024, the Company has the option to adopt the amended guidance of ASC Topic 848, Reference Rate Reform , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by the reference rate reform if certain criteria are met.

The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of the reference rate reform.

The expedients and exceptions provided by the amended guidance do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2024, except for hedging relationships existing as of December 31, 2024, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship.

The Company plans to adopt the expedients and exceptions provided by the amended guidance before the December 31, 2024 expiry date and does not expect the adoption of the amended guidance to have an impact on the consolidated financial statements.

Effective January 1, 2023, the Company will be required to adopt the amended guidance of ASC Topic 805, Business Combinations , which improves comparability for both the recognition and measurement of acquired revenue contracts with customers at the date of and after a business combination.

The amended guidance requires an entity (acquirer) to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606.

The Company does not expect the adoption of this amended guidance to have a significant impact on its consolidated financial statements.

Effective January 1, 2023, the Company will be required to adopt the amended guidance of ASC Subtopic 405-50, Liabilities - Supplier Finance Programs , which enhances the transparency of supplier finance programs.

The adoption of this amended guidance will require the Company to provide disclosures about its supplier finance programs, if material, but is not expected to have an impact on its consolidated financial statements.

The expedients and exceptions provided by the amended guidance do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2024, except for hedging relationships existing as of December 31, 2024, that an entity has elected certain optional expedients for and are retained through the end of the hedging relationship.

The Company’s adoption of the amended guidance will not have an impact on its consolidated financial statements.

Effective December 31, 2024, the Company will be required to adopt the amended guidance of ASC 280, Segment Reporting , which improves disclosures about a public entity’s reportable segments and addresses requests from investors and other allocators of capital for more detailed information about a reportable segment’s expenses.

The amended guidance improves reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses and permits entities to disclose more than one measure of a reportable segment’s profitability used by the Chief Operating Decision Maker.

The adoption of the amended guidance will result in expanded disclosures in the Company’s segment and geographic information footnote but will not have an impact on the consolidated financial statements.

Effective December 31, 2025, the Company will be required to adopt the amended guidance of ASC 740, Income Taxes , which enhances the transparency and decision usefulness of income tax disclosures.

The amendments address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

The adoption of the amended guidance will result in expanded disclosures in the Company’s income taxes footnote but will not have an impact on the consolidated financial statements.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Revenue Recognition

10 unchanged sentences

Accordingly, amounts billed to customers for such costs are included as a component of revenues.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Revenues (Continued)

Taxes Collected from Customers and Remitted to Governmental Authorities

1 unchanged sentence

Contract Liabilities

Contract liabilities relate to advance payments from customers for goods and services that the Company has yet to provide.

Contract liabilities relate to advance payments from customers for goods and services the Company has yet to provide.

Contract liabilities of $ 626 million and $ 694 million as of December 31, 2023 and 2022, respectively, were recorded in accrued expenses and other payables in the consolidated balance sheet.

Contract liabilities recognized as revenues for the years ended December 31, 2022 and 2021 were $ 581 million and $ 626 million, respectively.

Revenues recognized in the year ended December 31, 2023 from the December 31, 2022 contract liabilities were $ 469 million.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Revenues (Continued)

Disaggregation of Revenues

57 unchanged sentences

Total Revenues $ 22,187 $ 606 $ 22,793 $ 62,456 $ 85,249

(1) Topic 815 revenue relates to the physical delivery or the settlement of the Company’s sales contracts that are accounted for as derivatives and are outside the scope of Topic 606.

(1) Topic 815 revenue relates to the physical delivery or the settlement of the Company’s sales contracts accounted for as derivatives and are outside the scope of Topic 606.

Archer-Daniels-Midland Company

7 unchanged sentences

The amount of revenue recognized follows the contractually specified price which may include freight or other contractually specified cost components.

For physically settled derivative sales contracts that are outside the scope of Topic 606, the Company recognizes revenue when control of the inventory is transferred within the meaning of Topic 606 as required by Topic 610-20.

For physically settled derivative sales contracts outside the scope of Topic 606, the Company recognizes revenue when control of the inventory is transferred within the meaning of Topic 606 as required by Topic 610-20.

The Company engages in various structured trade finance activities to leverage its global trade flows whereby the Company obtains letters of credit (LCs) to guarantee payments on both global purchases and sales of grain.

7 unchanged sentences

The amount of revenue recognized is based on the consideration specified in the contract which could include freight and other costs depending on the specific shipping terms of each contract.

The Nutrition segment sells ingredients and solutions including plant-based proteins, natural flavors, flavor systems, natural colors, emulsifiers, soluble fiber, polyols, hydrocolloids, probiotics, prebiotics, enzymes, botanical extracts, edible beans, formula feeds, animal health and nutrition products, pet food and treats, and other specialty food and feed ingredients.

10 unchanged sentences

Fiscal year 2023 acquisitions

During the year ended December 31, 2023, the Company acquired Prairie Pulse Inc., an 83 % majority stake in Buckminster Química, and D.C.A.

for an aggregate cash consideration of $ 25 million.

The aggregate cash consideration of these acquisitions, net of $ 2 million in cash acquired, was preliminarily allocated as follows:

(In millions)

Property, plant, and equipment $ 18

Other long-term assets 2

Long-term liabilities ( 17 )

Aggregate cash consideration $ 23

Fiscal year 2022 acquisitions

During the year ended December 31, 2022, the Company acquired Kansas Protein Foods LLC for cash consideration of $ 23 million.

19 unchanged sentences

Aggregate cash consideration $ 496 $ 644 $ 356 $ 68 $ 1,564

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Acquisitions (Continued)

The Company has the option to acquire the remaining 25 % interest in P4 from December 31, 2023 to March 31, 2025, based on a fixed multiple of earnings before interest, taxes, depreciation, and amortization for the twelve months prior to the exercise of this option.

4 unchanged sentences

The post-acquisition financial results of these acquisitions are reported in the Nutrition segment.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Acquisitions (Continued)

The following table sets forth the fair values and the useful lives of the other intangible assets acquired.

6 unchanged sentences

Total other intangible assets acquired $ 245 $ 252 $ 42 $ 18 $ 557

Fiscal year 2020 acquisitions

During the year ended December 31, 2020, the Company acquired Yerbalatina and the remaining 70 % interest in Anco Animal Nutrition Competence GmbH (“Anco”) for an aggregate cash consideration of $ 15 million.

The aggregate cash consideration of these acquisitions plus the $ 3 million acquisition-date value of the Company’s previously held equity interest in Anco, were allocated as follows:

(In millions)

Working capital $ 16

Property, plant, and equipment 1

Long-term liabilities ( 1 )

Aggregate cash consideration plus acquisition-date fair value of previously held equity interest $ 18

The Company recognized a pre-tax gain of $ 2 million on the Anco transaction, representing the difference between the carrying value and acquisition-date fair value of the Company’s previously held equity interest.

The acquisition-date fair value was determined based on a discounted cash flow analysis using market participant assumptions (a Level 3 measurement under applicable accounting standards).

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Fair Value Measurements

12 unchanged sentences

Foreign exchange contracts

Interest rate contracts — 109 — 109

Cash equivalents 209 — — 209

4 unchanged sentences

Foreign exchange contracts

Debt conversion option — — 6 6

Inventory-related payables — 1,219 101 1,320

54 unchanged sentences

Treasury securities are valued using quoted market prices and are classified in Level 1.

The debt conversion option is the equity linked embedded derivative related to the exchangeable bonds described in Note 10.

The fair value of the embedded derivative is included in long-term debt, with changes in fair value recognized as interest, and is valued with the assistance of a third-party pricing service (a level 3 measurement).

The debt conversion option was the equity linked embedded derivative related to the exchangeable bonds.

The fair value of the embedded derivative was included in long-term debt, with changes in fair value recognized as interest, and was valued with the assistance of a third-party pricing service (a level 3 measurement).

Archer-Daniels-Midland Company

24 unchanged sentences

Purchases 49 — — 49

Sales ( 203 ) — — ( 203 )

Settlements ( 35 ) ( 1,583 ) — ( 1,618 )

137 unchanged sentences

Derivative Instruments & Hedging Activities (Continued)

As of December 31, 2022 and 2021, the Company had after-tax losses of $ 17 million and after-tax gains of $ 161 million in AOCI, respectively, related to gains and losses from these programs.

The Company expects to recognize $ 17 million of the 2022 after-tax losses in its consolidated statement of earnings during the next 12 months.

As of December 31, 2023 and 2022, the Company had after-tax gains of $ 42 million and after-tax losses of $ 17 million in AOCI, respectively, related to gains and losses from these programs.

The Company expects to recognize $ 42 million of the 2023 after-tax gains in its consolidated statement of earnings during the next 12 months.

Interest Rate Contracts

The Company’s structured trade finance programs use interest rate swaps designated as cash flow hedges to hedge the forecasted interest payments on certain letters of credit from banks.

The terms of the interest rate swaps match the terms of the forecasted interest payments.

The deferred gains and losses are recognized in revenues over the period in which the related interest payments are paid to the banks.

The amounts are recorded in revenues as the related results are also recorded in revenues.

The Company had interest rate swaps maturing on various dates with aggregate notional amount of $ 1.0 billion as of December 31, 2021 and none as of December 31, 2022.

The Company also uses swap locks designated as cash flow hedges to hedge the changes in the forecasted interest payments due to changes in the benchmark rate leading up to future bond issuance dates.

The terms of the swap locks match the terms of the forecasted interest payments.

The Company used swap locks designated as cash flow hedges to hedge the changes in the forecasted interest payments due to changes in the benchmark rate leading up to future bond issuance dates.

The terms of the swap locks matched the terms of the forecasted interest payments.

The deferred gains and losses will be recognized in interest expense over the period in which the related interest payments will be paid.

As of December 31, 2022 and 2021, the Company executed swap locks maturing on various dates with an aggregate notional amount of $ 400 million.

As of December 31, 2022 and 2021, the Company had after-tax gains of $ 82 million and $ 35 million in AOCI, respectively, related to the interest rate swaps and swap locks.

The Company expects to recognize amounts deferred in AOCI in its consolidated statement of earnings during the life of the instruments.

As of December 31, 2022, the Company executed swap locks maturing on various dates with an aggregate notional amount of $ 400 million.

During the quarter ended March 31, 2023, the Company unwound the swap locks in anticipation of the April 3, 2023 debt issuance.

Foreign Currency Contracts

The Company uses cross-currency swaps and foreign exchange forwards designated as net investment hedges to protect the Company’s investment in a foreign subsidiary against changes in foreign currency exchange rates.

The Company executed USD-fixed to Euro-fixed cross-currency swaps with an aggregate notional amount of $ 0.8 billion and $ 1.2 billion as of December 31, 2022 and 2021, respectively, and foreign exchange forwards with an aggregate notional amount of $ 2.5 billion and $ 2.6 billion as of December 31, 2022 and 2021, respectively.

The Company executed USD-fixed to Euro-fixed cross-currency swaps with an aggregate notional amount of $ 0.8 billion as of December 31, 2023 and 2022, and foreign exchange forwards with an aggregate notional amount of $ 2.1 billion and $ 2.5 billion as of December 31, 2023 and 2022, respectively.

Amounts excluded from the assessment of hedge effectiveness are immaterial for all periods presented.

As of December 31, 2022 and 2021, the Company had after-tax gains of $ 79 million and after-tax losses of $ 44 million in AOCI, respectively, related to foreign exchange gains and losses from net investment hedge transactions.

As of December 31, 2023 and 2022, the Company had after-tax losses of $ 5 million and after-tax gains of $ 79 million in AOCI, respectively, related to foreign exchange gains and losses from net investment hedge transactions.

The amount is deferred in AOCI until the underlying investment is divested.

11 unchanged sentences

The following table sets forth the pre-tax gains (losses) on derivatives designated as hedging instruments that have been included in the consolidated statement of earnings for the years ended December 31, 2023, 2022, and 2021.

Cost of products sold Interest expense Other expense (income) - net

Cost of products sold

(In millions) Revenues

4 unchanged sentences

Commodity Contracts — 322

Interest Contracts 1 — — —

Total gain (loss) recognized in earnings $ — $ 322 $ 322

37 unchanged sentences

Interest earned on financing receivables of $ 21 million, $ 15 million, and $ 11 million for the years ended December 31, 2023, 2022, and 2021, respectively, is included in interest and investment income in the consolidated statements of earnings.

(2) Non-trade receivables included $ 18 million and $ 27 million of reinsurance recoverables as of December 31, 2022 and 2021, respectively.

Accrued Expenses and Other Payables

13 unchanged sentences

Investments in and Advances to Affiliates

The Company applies the equity method of accounting for investments in investees over which ADM has the ability to exercise significant influence, including the Company’s 22.5 % and 22.3 % share ownership in Wilmar as of December 31, 2022 and 2021, respectively.

The Company applies the equity method of accounting for investments in investees over which ADM has the ability to exercise significant influence, including the Company’s 22.5 % share ownership in Wilmar as of December 31, 2023 and 2022.

As of December 31, 2023, the Company also holds equity method investments in Pacificor ( 32.2 %), Stratas Foods LLC ( 50.0 %), Edible Oils Limited ( 50.0 %), Olenex ( 37.5 %), SoyVen ( 50.0 %), Hungrana Ltd ( 50.0 %), Almidones Mexicanos S.A.

( 50.0 %), Aston Foods and Food Ingredients ( 50.0 %), and Vimison S.A.

( 50.0 %), Aston Foods and Food Ingredients ( 50.0 %), Red Star Yeast Company, LLC ( 40.0 %), LSCP, LLLP ( 22.1 %), Vimison S.A.

( 45.3 %), ADM Matsutani LLC ( 50 %), Matsutani Singapore Pte.

( 50 %), ADM Vland Biotech Shandong Co., Ltd.

( 50 %), Dusial S.A.

( 42.8 %), and Vitafort ZRT ( 34.3 %).

The Company had 73 and 67 unconsolidated domestic and foreign affiliates as of December 31, 2023 and 2022, respectively.

15 unchanged sentences

dollars at the applicable exchange rate at December 31, 2023.

The Company provides credit facilities totaling $ 116 million to five unconsolidated affiliates.

There was no outstanding balance on these facilities as of December 31, 2022.

The Company evaluated the near-term prospects of Wilmar in relation to the severity and duration of the decline in fair value.

Based on that evaluation, the Company does not consider the investment to be other-than-temporarily impaired at December 31, 2023.

The Company provides credit facilities totaling $ 121 million to six unconsolidated affiliates.

One facility that bears interest at 5.97 % has an outstanding balance of $ 2 million while the other five facilities have no outstanding balance as of December 31, 2023.

The outstanding balance is included in other current assets in the accompanying consolidated balance sheet.

Net sales to unconsolidated affiliates during the years ended December 31, 2023, 2022, and 2021 were $ 7.0 billion, $ 7.8 billion, and $ 6.6 billion, respectively.

11 unchanged sentences

Total $ 4,103 $ 4,162

The changes in goodwill during the year ended December 31, 2022 were related to foreign currency translation losses of $ 123 million, partially offset by 2022 acquisitions and adjustments to purchase price allocations related to 2021 acquisitions (see Note 3).

The changes in goodwill during the year ended December 31, 2023 were primarily related to impairment of $ 137 million in the Animal Nutrition reporting unit of Nutrition, partially offset by an increase due to an acquisition of $ 20 million principally in the Ag Services and Oilseeds segment and foreign currency translation gains of $ 65 million primarily in the Nutrition segment.

As of December 31, 2023 and 2022, accumulated amortization loss was $ 156 million and $ 19 million, respectively.

The following table sets forth the other intangible assets:

5 unchanged sentences

Trademarks/brands $ 375 $ — $ 375 $ 397 $ — $ 397

Other 58 — 58 — — —

Intangible assets with definite lives:

1 unchanged sentence

Customer lists 1 to 30 1,544 ( 627 ) 917 1,544 ( 542 ) 1,002

Capitalized software and related costs 5 721 ( 449 ) 272 714 ( 383 ) 331

Capitalized software and related costs 5 to 8 950 ( 523 ) 427 721 ( 449 ) 272

Land rights 2 to 50 107 ( 30 ) 77 109 ( 25 ) 84

3 unchanged sentences

Total $ 3,892 $ ( 1,654 ) $ 2,238 $ 3,812 $ ( 1,430 ) $ 2,382

The changes in the gross amounts during the year ended December 31, 2022 were primarily related to additions to intangible assets in process, partially offset by decreases related to foreign currency translation of $ 89 million.

The changes in accumulated amortization during the year ended December 31, 2022 were related to amortization expense, partially offset by decreases related to foreign currency translation of $ 30 million.

The changes in the gross amounts during the year ended December 31, 2023 were primarily related to additions to capitalized software and related costs, net of the decrease in intangible assets in process and increases related to foreign currency translation of $ 53 million, partially offset by impairments of $ 64 million and reclassifications.

The changes in accumulated amortization during the year ended December 31, 2023 were related to amortization expense and foreign currency translation of $ 15 million, partially offset by reclassifications.

Aggregate amortization expense was $ 234 million, $ 235 million, and $ 177 million for the years ended December 31, 2023, 2022, and 2021, respectively, of which $ 72 million, $ 69 million, and $ 33 million, respectively, were for amortization of capitalized software and related costs.

17 unchanged sentences

5.935 % Debentures $ 336 million 2032 334 334

0 % Bonds $ 300 million 2023 304 310

5.765 % Debentures $ 297 million 2041 297 297

7 unchanged sentences

6.45 % Debentures $ 103 million 2038 102 102

Fixed to Floating Rate Notes € 500 million 2022 — 569

1.750 % Notes € 600 million 2023 — 641

0 % Bonds $ 300 million 2023 — 304

Other 177 177

2 unchanged sentences

Total long-term debt $ 8,259 $ 7,735

On February 28, 2022 , the Company issued its first sustainability bond of $ 750 million aggregate principal amount of 2.900 % notes due March 1, 2032 .

On April 3, 2023 , the Company issued $ 500 million aggregate principal amount of 4.500 % Notes due August 15, 2033 .

Net proceeds before expenses were $ 493 million.

The Company expects to apply an amount equal to the net proceeds to finance or refinance eligible green projects and/or eligible social projects.

In September 2022, the Company redeemed € 500 million aggregate principal amount of Fixed-to-Floating Rate Senior Notes due 2022 issued in a private placement on March 25, 2021.

On September 29, 2022, Archer Daniels Midland Singapore, Pte.

Ltd., a wholly-owned subsidiary of the Company, closed on a $ 500 million revolving credit facility at an interest rate of Secured Overnight Financing Rate plus a fixed spread .

The facility will be used to finance working capital requirements of ADM entities in the Asia Pacific region and general corporate purposes.

Proceeds from the borrowings were used for general corporate purposes.

In June 2023, the Company redeemed € 600 million aggregate principal amount of 1.750 % Notes due 2023.

In August 2023, the Company redeemed $ 300 million aggregate principal amount of zero coupon exchangeable bonds due 2023.

Archer-Daniels-Midland Company

1 unchanged sentence

Debt Financing Arrangements (Continued)

On September 10, 2021 , the Company issued $ 750 million aggregate principal amount of 2.700 % Notes due September 15, 2051 (the “Notes”).

During the year ended December 31, 2023, Archer Daniels Midland Singapore, Pte.

Ltd., a wholly-owned subsidiary of the Company, increased its revolving credit facility from $ 500 million to $ 750 million at an interest rate of Secured Overnight Financing Rate plus a fixed spread .

The facility is used to finance working capital requirements and for general corporate purposes.

On February 28, 2022 , the Company issued its first sustainability bond of $ 750 million aggregate principal amount of 2.900 % notes due March 1, 2032 .

Net proceeds before expenses were $ 745 million.

In September 2021, the Company used the proceeds of the Notes to redeem $ 500 million aggregate principal amount of 2.750 % notes due March 27, 2025 and recognized a debt extinguishment charge of $ 36 million in the year ended December 31, 2021.

Proceeds from the borrowings were used to finance investments and expenditures in eligible green projects that contribute to environmental objectives and/or eligible social projects that aim to address or mitigate a specific social issue and/or seek to achieve positive social outcomes.

In September 2022, the Company redeemed € 500 million aggregate principal amount of Fixed-to-Floating Rate Senior Notes due 2022 issued in a private placement on March 25, 2021.

Discount amortization expense, net of premium amortization, of $ 15 million, $ 6 million, and $ 10 million for the years ended December 31, 2023, 2022, and 2021, respectively, are included in interest expense related to the Company’s long-term debt.

At December 31, 2022, the fair value of the Company’s long-term debt was below the carrying value by $ 0.2 billion, as estimated using quoted market prices (a Level 2 measurement under applicable accounting standards).

At December 31, 2023, the fair value of the Company’s long-term debt exceeded the carrying value by $ 0.3 billion, as estimated using quoted market prices (a Level 2 measurement under applicable accounting standards).

The aggregate maturities of long-term debt for the five years after December 31, 2023, are $ 1 million, $ 718 million, $ 999 million, $ 251 million, and $ 1 million, respectively.

2 unchanged sentences

Of the Company’s total lines of credit, $ 5.0 billion supported the combined U.S.

and European commercial paper borrowing programs, against which there was $ 0.3 billion of commercial paper outstanding at December 31, 2022.

and European commercial paper borrowing programs, against which there was $ 5 million commercial paper outstanding at December 31, 2023.

The Company’s credit facilities and certain debentures require the Company to comply with specified financial and non-financial covenants including maintenance of minimum tangible net worth as well as limitations related to incurring liens, secured debt, and certain other financing arrangements.

The Company is in compliance with these covenants as of December 31, 2023.

The Company had outstanding standby letters of credit and surety bonds at December 31, 2022 and 2021, totaling $ 1.6 billion and $ 1.2 billion, respectively.

The Company had outstanding standby letters of credit and surety bonds at December 31, 2023 and 2022, totaling $ 1.6 billion.

The Company has accounts receivable securitization programs (the “Programs”).

23 unchanged sentences

Exercisable at December 31, 2023 1,614 $ 37.11

The weighted-average remaining contractual term of options outstanding and exercisable at December 31, 2022, is 3 years and 3 years, respectively.

The aggregate intrinsic value of options outstanding and exercisable at December 31, 2022, is $ 115 million and $ 115 million, respectively.

The weighted-average remaining contractual term of options outstanding and exercisable at December 31, 2023, is 2 years.

The aggregate intrinsic value of options outstanding and exercisable at December 31, 2023, is $ 59 million.

The total intrinsic values of options exercised during the years ended December 31, 2023, 2022, and 2021, were $ 20 million, $ 117 million, and $ 37 million, respectively.

4 unchanged sentences

Restricted Stock Awards are made in common stock or stock units with equivalent rights and vest at the end of a restriction period of three years .

In 2022, the awards for PSUs are made in common stock units and vest at the end of a vesting period of three years subject to the attainment of certain future service and performance criteria based on the Company’s adjusted return on invested capital (ROIC) and adjusted earnings per share (EPS) with a modifier for gender parity and greenhouse gas emissions.

Starting with the February 2023 grant, Restricted Stock Awards have a three-year graded vesting schedule and vest at 33.33 % each year.

The awards for PSUs are made in common stock units and vest at the end of a vesting period of three years subject to the attainment of certain future service and performance criteria based on the Company’s adjusted return on invested capital (ROIC) and adjusted earnings per share (EPS) with a modifier for gender parity and GHG emissions.

During the years ended December 31, 2023, 2022, and 2021, 1.7 million, 2.3 million, and 2.7 million common stock or stock units, respectively, were granted as Restricted Stock Awards and PSUs.

At December 31, 2023, there were 13.5 million shares available for future grants pursuant to the 2020 plan.

The fair value of Restricted Stock Awards is determined based on the market value of the Company’s shares on the grant date.

In 2022, the fair value of PSUs issued was based on the weighted-average values of adjusted ROIC and adjusted EPS determined based on the market value of the Company’s shares on the grant date.

In 2021 and 2020, the fair value of PSUs issued was based on the weighted-average values of adjusted ROIC and compound average growth rate of Nutrition’s segment operating profit determined based on the market value of the Company’s shares on the grant date.

The fair value of Restricted Stock Awards and PSUs is determined based on the market value of the Company’s shares on the grant date.

The weighted-average grant-date fair values of awards granted during the years ended December 31, 2023, 2022, and 2021 were $ 78.90 , $ 70.13 , and $ 53.28 , respectively.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Stock Compensation (Continued)

A summary of Restricted Stock Awards and PSUs activity during 2023 is presented below:

7 unchanged sentences

Non-vested at December 31, 2023 5,332 $ 69.82

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Stock Compensation (Continued)

At December 31, 2023, there was $ 91 million of total unrecognized compensation expense related to Restricted Stock Awards and PSUs.

16 unchanged sentences

Individually significant items included in the table above are:

Gains on sale of assets for the year ended December 31, 2022 consisted of gains on sales of certain assets and disposals of individually insignificant assets in the ordinary course of business.

Gains on sale of assets for the year ended December 31, 2023 and 2022 consisted of gains on sales of certain assets and disposals of individually insignificant assets in the ordinary course of business.

Gains on sale of assets for the year ended December 31, 2021 consisted of gains on the sale of the Company’s ethanol production complex in Peoria, Illinois of $ 22 million, the sale of certain other assets, and disposals of individually insignificant assets in the ordinary course of business.

Gains on sale of assets for the year ended December 31, 2020 included a gain on the sale of a portion of the Company’s shares in Wilmar and net gains on the sale of certain other assets and disposals of individually insignificant assets in the ordinary course of business.

Pension settlement for the year ended December 31, 2021 was related to the purchase of group annuity contracts that irrevocably transferred the future benefit obligations and annuity administration for certain salaried and hourly retirees and terminated vested participants under the Company’s ADM Retirement Plan and ADM Pension Plan for Hourly-Wage Employees to independent third parties.

Other - net for the year ended December 31, 2023 included the non-service components of net pension benefit income of $ 18 million, net foreign exchange gains of $ 85 million, and net other income.

Other - net for the year ended December 31, 2022 included a legal recovery related to the 2019 and 2020 closure of the Company’s export facility in Reserve, Louisiana of $ 110 million, net foreign exchange gains of $ 105 million, a $ 50 million one-time payment from the USDA Biofuel Producer Recovery Program, and the non-service components of net pension benefit income of $ 25 million, partially offset by net other expense.

Other - net for the year ended December 31, 2021 included the non-service components of net pension benefit income of $ 16 million, net foreign exchange gains of $ 24 million, and net other income.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Other (Income) Expense – Net (Continued)

Other - net for the year ended December 31, 2022 included a legal recovery related to the 2019 and 2020 closure of the Company’s Reserve, Louisiana, export facility of $ 110 million, net foreign exchange gains of $ 105 million, a $ 50 million one-time payment from the USDA Biofuel Producer Recovery Program, and the non-service components of net pension benefit income of $ 25 million, partially offset by other net expense.

Other - net for the year ended December 31, 2021 included the non-service components of net pension benefit income of $ 16 million, net foreign exchange gains of $ 24 million, and other income.

Other - net for the year ended December 31, 2020 included the non-service components of net pension benefit income of $ 33 million, foreign exchange gains, and other income.

The following table sets forth the geographic split of earnings before income taxes:

32 unchanged sentences

Pension and postretirement benefits $ 111 $ 104

Inventories 20 —

Lease liabilities 268 244

9 unchanged sentences

The net deferred tax liabilities are classified as follows:

Noncurrent assets $ — $ 27

Noncurrent assets (foreign) $ 295 $ 337

2 unchanged sentences

$ ( 1,014 ) $ ( 1,065 )

During 2022, the Company decreased valuation allowances by $68 million primarily related to net operating loss and foreign capital loss carryforwards.

During 2023, the Company increased valuation allowances primarily related to net operating loss carryforwards.

Archer-Daniels-Midland Company

5 unchanged sentences

State income taxes, net of federal tax benefit 0.9 1.4 1.5

1.4 1.5 ( 0.3 )

Foreign earnings taxed at rates other than the U.S.

statutory rate ( 0.2 ) ( 3.8 ) ( 2.8 )

( 3.8 ) ( 2.8 ) ( 2.3 )

Foreign currency effects/remeasurement 0.5 0.6 —

8 unchanged sentences

Effective income tax rate 19.3 % 16.6 % 17.4 %

The effective tax rate for 2022 was impacted by the geographic mix of earnings and discrete tax items.

The effective tax rates for 2021 and 2020 were impacted by the geographic mix of earnings and U.S.

The effective tax rates for 2023 and 2022 were impacted by the geographic mix of earnings.

The effective tax rate for 2022 was also impacted by discrete tax items.

The effective tax rate for 2021 was impacted by the geographic mix of earnings and U.S.

tax credits, including the biodiesel tax credit and the railroad maintenance tax credit.

ADM’s operations in foreign jurisdictions accounted for 57 %, 48 %, and 35 % of the Company’s total pre-tax earnings in fiscal years 2023, 2022, and 2021, respectively.

The foreign rate differential was primarily due to lower tax rates applicable to the income earned from the Company’s operations in Switzerland, Asia, and the Caribbean.

The foreign rate differential was primarily due to various tax rates applicable to the income earned from the Company’s operations in Switzerland, Asia, South America and the Caribbean.

On August 16, 2022, the U.S.

9 unchanged sentences

The Company incurred U.S.

taxable income of $ 684 million, $ 244 million, and $ 259 million related to GILTI and deducted $ 67 million, $ 87 million, and $ 12 million related to FDII in fiscal years 2022, 2021, and 2020 respectively.

taxable income of $ 425 million, $ 684 million, and $ 244 million related to GILTI and deducted $ 77 million, $ 67 million, and $ 87 million related to Foreign Derived Intangible Income Deduction in fiscal years 2023, 2022, and 2021 respectively.

The Company made an accounting policy election to treat GILTI as a period cost.

9 unchanged sentences

The Company has recorded a valuation allowance of $ 160 million and $ 142 million against these tax assets at December 31, 2023 and 2022, respectively, due to the uncertainty of their realization.

The Company had $ 42 million and $ 74 million of tax assets related to foreign capital loss carryforwards at December 31, 2022 and 2021, respectively.

The Company has recorded a valuation allowance of $ 42 million and $ 74 million against these tax assets at December 31, 2022 and 2021, respectively, due to the uncertainty of their realization.

The Company had $ 21 million of tax assets related to state income tax attributes (incentive credits and net operating loss carryforwards), net of federal tax benefit, at December 31, 2022 and 2021, a majority of which will expire between 2023 and 2027.

The Company had $ 42 million of tax assets related to foreign capital loss carryforwards at December 31, 2023 and 2022.

The Company has recorded a valuation allowance of $ 42 million against these tax assets at December 31, 2023 and 2022 due to the uncertainty of their realization.

The Company had $ 25 million and $ 21 million of tax assets related to state income tax attributes (incentive credits and net operating loss carryforwards), net of federal tax benefit, at December 31, 2023 and 2022, respectively, a majority of which will expire between 2024 and 2028.

Due to the uncertainty of realization, the Company recorded a valuation allowance of $ 14 million and $ 15 million related to state income tax assets net of federal tax benefit as of December 31, 2023 and 2022, respectively.

15 unchanged sentences

The changes in unrecognized tax benefits did not have a material effect on the Company’s net income or cash flow.

At December 31, 2022 and 2021, the Company had accrued interest and penalties on unrecognized tax benefits of $ 39 million.

At December 31, 2023 and 2022, the Company had accrued interest and penalties on unrecognized tax benefits of $ 52 million and $ 39 million, respectively.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Income Taxes (Continued)

The Company is subject to income taxation and routine examinations in many jurisdictions around the world and frequently faces challenges regarding the amount of taxes due.

6 unchanged sentences

If the total amount of unrecognized tax benefits were recognized by the Company at one time, there would be a reduction of $ 165 million on the tax expense for that period.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Income Taxes (Continued)

The Company’s subsidiary in Argentina, ADM Agro SRL (formerly ADM Argentina SA and Alfred C.

Toepfer Argentina SRL), received tax assessments challenging transfer prices used to price grain exports for the tax years 1999 through 2011 and 2015.

As of December 31, 2022, these assessments totaled $ 5 million in tax and up to $ 25 million in interest (adjusted for variation in currency exchange rates).

The Argentine tax authorities conducted a review of income and other taxes paid by large exporters and processors of cereals and other agricultural commodities resulting in allegations of income tax evasion.

The Company strongly believes that it has complied with all Argentine tax laws.

Currently the Company is under audit for fiscal years 2016 and 2017.

While the statute of limitations has expired for tax years 2012 and 2013, the Company cannot rule out receiving additional assessments challenging transfer prices used to price grain exports for years subsequent to 2015.

The Company believes that it has appropriately evaluated the transactions underlying these assessments, and has concluded, based on Argentine tax law, that its tax position is more likely than not to be sustained based upon its technical merits, and accordingly, has not recorded a tax liability for these assessments.

The Company intends to vigorously defend its position against any assessments.

In 2014, the Company’s wholly-owned subsidiary in the Netherlands, ADM Europe B.V., received a tax assessment from the Netherlands tax authority challenging the transfer pricing aspects of a 2009 business reorganization, which involved two of its subsidiary companies in the Netherlands.

3 unchanged sentences

On September 30, 2022, the court issued a ruling consistent with the valuation report, and the Dutch tax authorities have filed an appeal.

ADM intends to file a cross-appeal in the first quarter of 2023.

During the quarter ended March 31, 2023, ADM filed a cross-appeal.

As of December 31, 2023, the Company has accrued its best estimate of what it believes will be the likely outcome of the litigation.

80 unchanged sentences

Curtailments — ( 2 ) — —

Business combinations ( 1 ) — — —

Settlements ( 1 ) ( 1 ) — —

15 unchanged sentences

Net amount recognized in the balance sheet $ ( 350 ) $ ( 318 ) $ ( 113 ) $ ( 118 )

In 2022, the actuarial gain in the pension plans was primarily due to increases in the global bond yields while actual return on plan assets was related to unfavorable asset performance in countries with material assets including the U.S., Canada, and Switzerland.

In 2023, the actuarial loss in the pension plans was primarily due to decreases in the global bond yields while actual return on plan assets was related to favorable asset performance in countries with material assets including the U.S., the U.K., Canada, and Switzerland.

The Company uses the corridor approach when amortizing actuarial losses.

117 unchanged sentences

Investment objectives for the Company’s plan assets are to:

• Optimize the long-term return on plan assets at an acceptable level of risk.

• Maintain a broad diversification across asset classes and among investment managers.

• Optimize the long-term return on plan assets in consideration of funded status risk.

• Maintain a broad diversification of assets and appropriate risk exposure across asset classes.

• Maintain careful control of the risk level within each asset class.

21 unchanged sentences

At December 31, 2023 and 2022, the Company had approximately 202.5 million shares and 169.0 million shares, respectively, of its common shares in treasury.

Treasury stock of $ 4.9 billion and $ 5.1 billion at December 31, 2022 and 2021, respectively, is recorded at cost as a reduction of common stock, and treasury stock of $ 1.7 billion and $ 0.3 billion at December 31, 2022 and 2021, respectively, is recorded at cost as a reduction of retained earnings.

Treasury stock of $ 4.9 billion at December 31, 2023 and 2022 is recorded at cost as a reduction of common stock, and treasury stock of $ 2.7 billion and $ 1.7 billion at December 31, 2023 and 2022, respectively, is recorded at cost as a reduction of retained earnings.

Archer-Daniels-Midland Company

19 unchanged sentences

Balance at December 31, 2023 $ ( 2,539 ) $ 158 $ ( 108 ) $ 2 $ ( 2,487 )

The change in foreign currency translation adjustment in 2022 is due to the U.S.

dollar appreciation impacting the equity value of the Company’s foreign subsidiaries, partially offset by net investment hedges as discussed in Note 5, while the change in foreign currency translation adjustment in 2021 is primarily due to net investment hedges.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Shareholders’ Equity (Continued)

Amounts reclassified from AOCI

Year Ended December 31 Affected line item in the

consolidated statement of

Details about AOCI components 2022 2021 2020 earnings

Details about AOCI components 2023 2022 2021 consolidated statement of earnings

(In millions)

2 unchanged sentences

( 322 ) ( 351 ) ( 490 ) Cost of products sold

— — 2 Interest expense

— — 2 Other (income) expense - net

( 322 ) ( 352 ) ( 474 ) Earnings before income taxes

6 unchanged sentences

( 42 ) 23 99 Earnings before income taxes

( 4 ) ( 26 ) ( 11 ) Income tax expense

( 10 ) ( 4 ) ( 26 ) Income tax expense (benefit)

$ ( 52 ) $ 19 $ 73 Net earnings

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Segment and Geographic Information

15 unchanged sentences

The Company engages in various structured trade finance activities to leverage its global trade flows.

This segment also includes the Company’s share of the results of its equity investment in Wilmar and its share of the results of its Pacificor, Stratas Foods LLC, Edible Oils Limited, Olenex, and SoyVen joint ventures.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Segment and Geographic Information (Continued)

This segment also includes the Company’s share of the results of its equity investments in Wilmar, Pacificor, SoyVen, Olenex, Stratas Foods LLC, and Edible Oils Limited.

The Carbohydrate Solutions segment is engaged in corn and wheat wet and dry milling and other activities.

6 unchanged sentences

Other Carbohydrate Solutions products include citric acids which are used in various food and industrial products.

The Carbohydrate Solutions segment has announced various memorandums of understanding with potential strategic partners leveraging our core production capabilities and carbon sequestration experience to facilitate the production of low carbon, bio-based products such as sustainable aviation fuel and innovative renewable chemicals.

This segment also includes the Company’s share of the results of its equity investments in Hungrana Ltd., Almidones Mexicanos S.A., and Aston Foods and Food Ingredients.

The Carbohydrate Solutions segment is a leader in carbon capture and sequestration.

This segment also includes the Company’s share of the results of its equity investments in Hungrana Ltd., Almidones Mexicanos S.A., Aston Foods and Food Ingredients, Red Star Yeast Company, LLC, and LSCP, LLLP.

In November 2021, the Company sold its ethanol production complex in Peoria, Illinois.

In August 2022, the Company launched two joint ventures, GreenWise Lactic and LG Chem Illinois Biochem, with LG Chem, a leading global diversified chemical company, for the U.S.

production of lactic acid and polylactic acid to meet growing demand for a wide variety of plant-based products.

The Nutrition segment serves various end markets including food, beverages, nutritional supplements, and feed and premix for livestock, aquaculture, and pet food.

The segment engages in the manufacturing, sale, and distribution of a wide array of ingredients and solutions including plant-based proteins, natural flavors, flavor systems, natural colors, emulsifiers, soluble fiber, polyols, hydrocolloids, probiotics, prebiotics, enzymes, botanical extracts, and other specialty food and feed ingredients.

The segment engages in the manufacturing, sale, and distribution of a wide array of ingredients and solutions including plant-based proteins, natural flavors, flavor systems, natural colors, emulsifiers, soluble fiber, polyols, hydrocolloids, probiotics, prebiotics, postbiotics, enzymes, botanical extracts, and other specialty food and feed ingredients.

The Nutrition segment includes the activities related to the procurement, processing, and distribution of edible beans.

The segment also includes activities related to the processing and distribution of formula feeds and animal health and nutrition products and the manufacture of contract and private label pet treats and foods.

This segment also includes the Company’s share of the results of its equity investment in Vimison S.A.

This segment also includes the Company’s share of the results of its equity investments in Vimison S.A.

de C.V., ADM Matsutani LLC, Matsutani Singapore Pte.

Ltd., ADM Vland Biotech Shandong Co., Ltd., Dusial S.A., and Vitafort ZRT.

Other Business includes the Company’s financial business units related to futures commission and insurance activities.

Intersegment sales have been recorded at amounts approximating market.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Segment and Geographic Information (Continued)

Intersegment sales have been recorded using principles consistent with ASC 606, Revenue from Contracts with Customers .

Operating profit for each segment is based on net sales less identifiable operating expenses.

1 unchanged sentence

Specified items included in total segment operating profit and certain corporate items are not allocated to the Company’s individual business segments because operating performance of each business segment is evaluated by management exclusive of these items.

Corporate results principally include the impact of LIFO-related adjustments, unallocated corporate expenses, interest cost net of interest income, and revaluation gains and losses on cost method investments and the share of the results of equity investments in early-stage start-up companies that ADM Ventures has investments in.

Corporate results principally include unallocated corporate expenses, interest cost net of interest income, and revaluation gains and losses on cost method investments and the share of the results of equity investments in early-stage start-up companies.

Correction of Certain Segment-Specific Historical Financial Information

As previously disclosed, the Company received a voluntary document request from the SEC relating to intersegment sales between the Company’s Nutrition segment and the Company’s Ag Services and Oilseeds and Carbohydrate Solutions segments.

In response, the Company engaged external counsel, assisted by a forensic accounting firm, to conduct an internal investigation, overseen by the Audit Committee of the Company’s Board of Directors, which is separately advised by external counsel (the Investigation).

The Company has historically disclosed in the footnotes to its financial statements that intersegment sales have been recorded at amounts approximating market.

In connection with the Investigation, the Company identified certain intersegment sales for the years ended December 31, 2021 through 2023 that occurred between the Company’s Nutrition segment and the Company’s Ag Services and Oilseeds and Carbohydrate Solutions segments that were not recorded at amounts approximating market.

The correction of these immaterial errors does not have any impact on the Company’s previously reported Consolidated Statements of Earnings, Consolidated Statements of Comprehensive Income (Loss), Consolidated Balance Sheets, Consolidated Statements of Cash Flows, or Consolidated Statements of Shareholders’ Equity for any of the periods presented below.

The following tables present:

(i) adjustments and revised gross revenues, intersegment revenues, and operating profit amounts for the Ag Services and Oilseeds segment;

(ii) adjustments and revised gross revenues, intersegment revenues and operating profit amounts for the Carbohydrate Solutions segment;

and (iii) adjustments and revised operating profit amounts for the Nutrition segment, in each case, for each of the years ended December 31, 2023, 2022, and 2021.

No adjustments were required to the gross revenues of the Nutrition segment.

Impact of the Adjustments on Ag Services and Oilseeds Segment Gross Revenues and Operating Profit

Years Ended December 31

(In millions) 2023 (1)

Gross revenues, as originally reported for 2022 and 2021 $ 77,457 $ 83,686 $ 70,455

Adjustments 1 15 24

Gross revenues, as revised $ 77,458 $ 83,701 $ 70,479

Intersegment revenues, as originally reported for 2022 and 2021 $ 4,031 $ 4,123 $ 3,408

Adjustments 1 15 24

Intersegment revenues, as revised $ 4,032 $ 4,138 $ 3,432

Segment operating profit, as originally reported for 2022 and 2021 $ 4,066 $ 4,386 $ 2,775

Adjustments 1 15 24

Segment operating profit, as revised $ 4,067 $ 4,401 $ 2,799

(1) The adjustments set forth in the table above for the year ended December 31, 2023 reflect adjustments effected for the period January 1, 2023 through September 30, 2023.

Given the timing of the Investigation, no adjustments were effected in the fourth quarter of 2023.

Archer-Daniels-Midland Company

1 unchanged sentence

Segment and Geographic Information (Continued)

Impact of the Adjustments on Carbohydrate Solutions Segment Gross Revenues and Operating Profit

Years Ended December 31

(In millions) 2023 (1)

Gross revenues, as originally reported for 2022 and 2021 $ 14,509 $ 16,336 $ 12,672

Adjustments 30 53 35

Gross revenues, as revised $ 14,539 $ 16,389 $ 12,707

Intersegment revenues, as originally reported for 2022 and 2021 $ 1,635 $ 2,375 $ 1,562

Adjustments 30 53 35

Intersegment revenues, as revised $ 1,665 $ 2,428 $ 1,597

Segment operating profit, as originally reported for 2022 and 2021 $ 1,345 $ 1,360 $ 1,283

Adjustments 30 53 35

Segment operating profit, as revised $ 1,375 $ 1,413 $ 1,318

(1) The adjustments set forth in the table above for the year ended December 31, 2023 reflect adjustments effected for the period January 1, 2023 through September 30, 2023.

Given the timing of the Investigation, no adjustments were effected in the fourth quarter of 2023.

Impact of the Adjustments on Nutrition Segment Operating Profit

Years Ended December 31

(In millions) 2023 (1)

Segment operating profit, as originally reported for 2022 and 2021 $ 458 $ 736 $ 691

Adjustments ( 31 ) ( 68 ) ( 59 )

Segment operating profit, as revised $ 427 $ 668 $ 632

(1) The adjustments set forth in the table above for the year ended December 31, 2023 reflect adjustments effected for the period January 1, 2023 through September 30, 2023.

Given the timing of the Investigation, no adjustments were effected in the fourth quarter of 2023.

Separately, the Company determined that a portion of the originally reported gross revenues and intersegment revenues of each of the Ag Services and Oilseeds, Carbohydrate Solutions, and Nutrition segments included certain intrasegment revenues (resulting from sales within the segment), and should have included exclusively intersegment revenues (resulting from sales from one segment to the other).

The following tables present:

(i) additional adjustments and further revised gross revenues and intersegment revenues amounts for the Ag Services and Oilseeds segment;

(ii) additional adjustments and further revised gross revenues and intersegment revenues amounts for the Carbohydrate Solutions segment;

and (iii) adjustments and revised gross revenues and intersegment revenues amounts for the Nutrition segment, for each of the years ended December 31, 2023, 2022, and 2021 .

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Segment and Geographic Information (Continued)

Additional Impact of the Adjustments on Ag Services and Oilseeds Segment Gross Revenues and Intersegment Revenues

Years Ended December 31

(In millions) 2023 (1)

Gross revenues, as revised $ 77,458 $ 83,701 $ 70,479

Additional adjustments ( 1,446 ) ( 1,579 ) ( 1,115 )

Gross revenues, as further revised $ 76,012 $ 82,122 $ 69,364

Intersegment revenues, as revised $ 4,032 $ 4,138 $ 3,432

Additional adjustments ( 1,446 ) ( 1,579 ) ( 1,115 )

Intersegment revenues, as further revised $ 2,586 $ 2,559 $ 2,317

(1) The adjustments set forth in the table above for the year ended December 31, 2023 reflect adjustments effected for the period January 1, 2023 through September 30, 2023.

Given the timing of the Investigation, no adjustments were effected in the fourth quarter of 2023.

Additional Impact of the Adjustments on Carbohydrate Solutions Segment Gross Revenues and Intersegment Revenues

Years Ended December 31

(In millions) 2023 (1)

Gross revenues, as revised $ 14,539 $ 16,389 $ 12,707

Additional adjustments ( 11 ) ( 487 ) ( 295 )

Gross revenues, as further revised $ 14,528 $ 15,902 $ 12,412

Intersegment revenues, as revised $ 1,665 $ 2,428 $ 1,597

Additional adjustments ( 11 ) ( 487 ) ( 295 )

Intersegment revenues, as further revised $ 1,654 $ 1,941 $ 1,302

(1) The adjustments set forth in the table above for the year ended December 31, 2023 reflect adjustments effected for the period January 1, 2023 through September 30, 2023.

Given the timing of the Investigation, no adjustments were effected in the fourth quarter of 2023.

Impact of the Adjustments on Nutrition Segment Gross Revenues and Intersegment Revenues

Years Ended December 31

(In millions) 2023 (1)

Gross revenues, as originally reported for 2022 and 2021 $ 7,466 $ 7,836 $ 6,933

Adjustments ( 141 ) ( 15 ) ( 68 )

Gross revenues, as revised $ 7,325 $ 7,821 $ 6,865

Intersegment revenues, as originally reported for 2022 and 2021 $ 255 $ 200 $ 221

Adjustments ( 141 ) ( 15 ) ( 68 )

Intersegment revenues, as revised $ 114 $ 185 $ 153

(1) The adjustments set forth in the table above for the year ended December 31, 2023 reflect adjustments effected for the period January 1, 2023 through September 30, 2023.

Given the timing of the Investigation, no adjustments were effected in the fourth quarter of 2023.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Segment and Geographic Information (Continued)

Segment Information

(In millions) December 31

The following tables present data by segment, adjusted for the matters discussed above, for the years ended December 31, 2023, 2022 and 2021.

(In millions) Year Ended December 31

2023 2022 2021

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Segment and Geographic Information (Continued)

(In millions) December 31

(In millions) Year Ended December 31

2023 2022 2021

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Nutrition 65 21 50

Corporate — — 7

Total $ 108 $ 35 $ 73

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Segment and Geographic Information (Continued)

(In millions) December 31

(In millions) Year Ended December 31

2023 2022 2021

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Gains on sales of assets and businesses (1)

Impairment, restructuring, and settlement charges (2)

Impairment, restructuring, and net settlement contingencies (2)

( 361 ) ( 147 ) ( 213 )

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Earnings before income taxes $ 4,294 $ 5,233 $ 3,313

(1) The gains in 2022 were related to the sale of certain assets.

(1) The gains in 2023 and 2022 were related to the sale of certain assets.

The gains in 2021 were related to the sale of ethanol and certain other assets.

The gains in 2020 were related to the sale of a portion of the Company’s shares in Wilmar and certain other assets.

(2) The charges in 2023 were related to the impairment of certain long-lived assets, goodwill, intangibles, and an equity investment, restructuring, and a contingency related to import duties, partially offset by settlement/contingency adjustments.

The charges in 2022 were related to the impairment of certain assets, restructuring, and settlement contingencies.

The charges in 2021 were related to the impairment of certain long-lived assets, goodwill, and other intangibles, restructuring, and a legal settlement.

The charges in 2020 were related to the impairment of certain assets, restructuring, and settlement.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Segment and Geographic Information (Continued)

(In millions) December 31

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Asset Impairment, Exit, and Restructuring Costs (Continued)

(1) Restructuring and exist costs for the year ended December 31, 2022 consisted of several individually insignificant restructuring charges totaling $ 28 million presented as specified items within segment operating profit and restructuring charges of $ 1 million in Corporate.

(1) Restructuring and exit costs for the year ended December 31, 2023 consisted of several individually insignificant restructuring charges totaling $ 27 million presented as specified items within segment operating profit and $ 6 million in Corporate.

Restructuring and exit costs for the year ended December 31, 2022 consisted of several individually insignificant restructuring charges totaling $ 28 million presented as specified items within segment operating profit and restructuring charges of $ 1 million in Corporate.

Restructuring and exit costs for the year ended December 31, 2021 consisted of several individually insignificant restructuring charges totaling $ 35 million presented as specified items within segment operating profit and $ 4 million in Corporate.

(2) Impairment charge - goodwill and other intangible assets for the year ended December 31, 2023 consisted of impairments related to goodwill of $ 137 million and customer list and discontinued animal nutrition trademarks totaling $ 64 million in Nutrition, presented as specified items within segment operating profit.

Impairment charge - goodwill and other intangible assets for the year ended December 31, 2022 consisted of customer list impairment of $ 2 million in Nutrition presented as specified items within segment operating profit.

Impairment charge - goodwill and other intangible assets for the year ended December 31, 2021 consisted of goodwill impairment of $ 5 million and land rights impairment of $ 42 million in Ag Services and Oilseeds, and goodwill impairment of $ 1 million and customer list impairment of $ 4 million in Nutrition, presented as specified items within segment operating profit.

Impairment charge - goodwill and other intangible assets for the year ended December 31, 2020 consisted of other intangible asset impairments presented as specified items within segment operating profit.

(3) Impairment charge - other long-lived assets for the year ended December 31, 2023 consisted of impairments related to certain long-lived assets in Ag Services and Oilseeds, Carbohydrate Solutions, and Nutrition of $ 10 million, $ 33 million, and $ 65 million, respectively, presented as specified items within segment operating profit.

Impairment charge - other long-lived assets for the year ended December 31, 2022 consisted of impairments related to certain long-lived assets in Carbohydrate Solutions and Nutrition of $ 15 million and $ 20 million, respectively, presented as specified items within segment operating profit.

Impairment charge - other long-lived assets for the year ended December 31, 2021 consisted of impairments related to certain long-lived assets in Ag Services and Oilseeds, Carbohydrate Solutions, and Nutrition of $ 10 million, $ 13 million, and $ 50 million, respectively, presented as specified items within segment operating profit.

Impairment charge - other long-lived assets for the year ended December 31, 2020 consisted of impairments related to certain long-lived assets in Ag Services and Oilseeds and Nutrition of $ 8 million and $ 13 million, respectively, presented as specified items within segment operating profit, and $ 7 million of impairments related to certain assets in Corporate.

Sale of Accounts Receivable

The Company has an accounts receivable securitization program (the “Program”) with certain commercial paper conduit purchasers and committed purchasers (collectively, the “First Purchasers”).

Under the Program, certain U.S.-originated trade accounts receivable are sold to a wholly-owned bankruptcy-remote entity, ADM Receivables, LLC (“ADM Receivables”).

Prior to October 1, 2020, ADM Receivables transferred such purchased accounts receivable in their entirety to the First Purchasers pursuant to a receivables purchase agreement.

In exchange for the transfer of the accounts receivable, ADM Receivables received a cash payment up to a certain amount and an additional amount upon the collection of the accounts receivable (deferred consideration).

On October 1, 2020, the Company restructured the First Program from a deferred purchase price to a pledge structure.

Under the new structure, ADM Receivables transfers certain of the purchased accounts receivable to each of the First Purchasers together with a security interest in all of its right, title, and interest in the remaining purchased accounts receivable.

The Company has an accounts receivable securitization program (the “First Program”) with certain commercial paper conduit purchasers and committed purchasers (collectively, the “First Purchasers”).

Under the First Program, certain U.S.-originated trade accounts receivable are sold to a wholly-owned bankruptcy-remote entity, ADM Receivables, LLC (“ADM Receivables”).

ADM Receivables transfers certain of the purchased accounts receivable to each of the First Purchasers together with a security interest in all of its right, title, and interest in the remaining purchased accounts receivable.

In exchange, ADM Receivables receives a cash payment of up to $ 1.9 billion for the accounts receivable transferred.

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Under the Second Program, certain non-U.S.-originated trade accounts receivable are sold to a wholly-owned bankruptcy-remote entity, ADM Ireland Receivables Company (ADM Ireland Receivables).

Prior to April 1, 2020, ADM Ireland Receivables transferred such purchased accounts receivable in their entirety to the Second Purchasers pursuant to a receivables purchase agreement.

In exchange for the transfer of the accounts receivable, ADM Ireland Receivables received a cash payment up to a certain amount and an additional amount upon the collection of the accounts receivable (deferred consideration).

On April 1, 2020, the Company restructured the Second Program from a deferred purchase price to a pledge structure.

Under the new structure, ADM Ireland Receivables transfers certain of the purchased accounts receivable to each of the Second Purchasers together with a security interest in all of its right, title, and interest in the remaining purchased accounts receivable.

ADM Ireland Receivables transfers certain of the purchased accounts receivable to each of the Second Purchasers together with a security interest in all of its right, title, and interest in the remaining purchased accounts receivable.

In exchange, ADM Ireland Receivables receives a cash payment of up to $ 1.1 billion (€ 1.0 billion) for the accounts receivables transferred.

The Second Program terminates on March 16, 2023, unless extended.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Sale of Accounts Receivable (Continued)

The Second Program terminates on April 19, 2024, unless extended.

Under the First and Second Programs (collectively, the “Programs”), ADM Receivables and ADM Ireland Receivables use the cash proceeds from the transfer of receivables to the First Purchasers and Second Purchasers (collectively, the “Purchasers”) and other consideration, as applicable, to finance the purchase of receivables from the Company and the ADM subsidiaries originating the receivables.

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At December 31, 2023 and 2022, the Company did not record a servicing asset or liability related to its retained responsibility, based on its assessment of the servicing fee, market values for similar transactions, and its cost of servicing the receivables sold.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Sale of Accounts Receivable (Continued)

As of December 31, 2023 and 2022, the fair value of trade receivables transferred to the Purchasers under the Programs and derecognized from the Company’s consolidated balance sheet was $ 1.6 billion and $ 2.6 billion, respectively.

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Cash collections from customers on receivables sold were $ 53.6 billion, $ 56.9 billion, and $ 47.3 billion for the years ended December 31, 2023, 2022, and 2021, respectively.

Of the 2020 amount, $ 6.7 billion was cash collections on the deferred consideration reflected as cash inflows from investing activities for the years ended December 31, 2020.

Receivables pledged as collateral to the Purchasers were $ 1.1 billion and $ 0.6 billion as of December 31, 2023 and 2022, respectively.

Transfers of receivables under the Programs during the years ended December 31, 2023, 2022, and 2021 resulted in an expense for the loss on sale of $ 56 million, $ 21 million, and $ 11 million, respectively, which is classified as selling, general, and administrative expenses in the consolidated statements of earnings.

In accordance with the amended guidance of Topic 230, the Company reflects cash flows related to the deferred receivables consideration as investing activities in its consolidated statements of cash flows.

All other cash flows are classified as operating activities because the cash received from the Purchasers upon both the sale and collection of the receivables is not subject to significant interest rate risk given the short-term nature of the Company’s trade receivables.

The Company reflects cash flows related to the Programs as operating activities because the cash received from the Purchasers upon both the sale and collection of the receivables is not subject to significant interest rate risk given the short-term nature of the Company’s trade receivables.

Legal Proceedings

The Company is routinely involved in a number of actual or threatened legal actions, including those involving alleged personal injuries, employment law, product liability, intellectual property, environmental issues, alleged tax liability (see Note 13 for information on income tax matters), and class actions.

The Company also routinely receives inquiries from regulators and other government authorities relating to various aspects of our business, and at any given time, the Company has matters at various stages of resolution.

The outcomes of these matters are not within our complete control and may not be known for prolonged periods of time.

The Company also routinely receives inquiries from regulators and other government authorities relating to various aspects of its business, and at any given time, the Company has matters at various stages of resolution.

The outcomes of these matters are not within Company’s complete control and may not be known for prolonged periods of time.

In some actions, claimants seek damages, as well as other relief including injunctive relief, that could require significant expenditures or result in lost revenues.

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Legal Proceedings (Continued)

Commodities Class Actions

On September 4, 2019, AOT Holding AG (“AOT”) filed a putative class action under the U.S.

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MRE filed an amended complaint on August 30, 2021, which ADM moved to dismiss on September 27, 2021.

The court denied ADM’s motion to dismiss on September 26, 2023.

UWGP filed an amended complaint on October 19, 2021, which the court dismissed on July 12, 2022.

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ADM moved to dismiss the complaint on May 20, 2022 and on December 30, 2022, the court dismissed GP’s complaint with prejudice.

GP has appealed the dismissal.

GP appealed the dismissal.

As of December 31, 2023, the appeal was pending.

The Company denies liability, and is vigorously defending itself in these actions.

As these actions are in pretrial proceedings, the Company is unable at this time to predict the final outcome with any reasonable degree of certainty, but believes the outcome will not have a material adverse effect on its financial condition, results of operations, or cash flows.

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

Intersegment Sales Investigations

On June 30, 2023, the Company received a voluntary document request from the SEC relating to intersegment sales between the Company’s Nutrition reporting segment and the Company’s Ag Services and Oilseeds and Carbohydrate Solutions reporting segments.

The Company is cooperating with the SEC.

Following the Company’s January 21, 2024 announcement of the Investigation, the Company received voluntary document requests from the DOJ focused primarily on the same subject matter, and the DOJ directed grand jury subpoenas to certain current and former Company employees.

The Company is cooperating with the DOJ.

The Company is unable to predict the final outcome of these investigations with any reasonable degree of certainty.

Securities Litigation

On January 24, 2024, following the Company’s January 21, 2024 announcement of the investigation relating to intersegment sales, a purported stockholder of the Company filed a putative class action in the U.S.

District Court for the Northern District of Illinois against the Company and its Chief Executive Officer, as well as Vikram Luthar and Ray Young.

The plaintiff alleges false and misleading statements in the Company’s disclosures.

The Company is unable to predict the final outcome of this proceeding with any reasonable degree of certainty.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Quarterly Financial Data (Unaudited)

Quarter Ended

March 31 June 30 September 30 December 31 Year

(In millions, except per share amounts)

Fiscal Year Ended December 31, 2023

Revenues $ 24,072 $ 25,190 $ 21,695 $ 22,978 $ 93,935

Gross Profit 2,080 1,883 1,810 1,740 7,513

Net Earnings Attributable to Controlling Interests 1,170 927 821 565 3,483

Basic Earnings Per Common Share 2.13 1.70 1.52 1.07 6.44

Diluted Earnings Per Common Share 2.12 1.70 1.52 1.06 6.43

Fiscal Year Ended December 31, 2022

Revenues $ 23,650 $ 27,284 $ 24,683 $ 25,939 $ 101,556

Gross Profit 1,897 2,100 1,811 1,762 7,570

Net Earnings Attributable to Controlling Interests 1,054 1,236 1,031 1,019 4,340

Basic Earnings Per Common Share 1.86 2.18 1.84 1.84 7.72

Diluted Earnings Per Common Share 1.86 2.18 1.83 1.84 7.71

Net earnings attributable to controlling interest for the second quarter of the year ended December 31, 2023 included after-tax gains of $ 8 million (equal to $ 0.02 per share) related to the sale of certain assets;

after-tax charges of $ 93 million (equal to $ 0.17 per share) related to the impairment of certain assets, restructuring, and a contingency loss provision related to import duties;

after-tax expenses of $ 2 million (equal to $ 0.00 per share) related to certain acquisitions;

an after-tax gain on debt conversion option of $ 1 million (equal to $ 0.00 per share) related to the mark-to-market adjustment of the conversion of the exchangeable bond issued in August 2020;

and a tax expense adjustment of $ 21 million (equal to $ 0.04 per share) related to certain discrete items.

Net earnings attributable to controlling interest for the third quarter of the year ended December 31, 2023 included after-tax losses of $ 2 million (equal to $ 0.00 per share) related to the sale of certain assets;

after-tax net charges of $ 54 million (equal to $ 0.10 per share) related to the impairment of certain assets and restructuring, partially offset by a contingency loss reversal;

and after-tax expenses of $ 3 million (equal to $ 0.01 per share) related to certain acquisitions.

Net earnings attributable to controlling interest for the fourth quarter of the year ended December 31, 2023 included after-tax gains of $ 5 million (equal to $ 0.00 per share) related to the sale of certain assets;

after-tax charges of $ 158 million (equal to $ 0.30 per share) related to the impairment of certain long-lived assets and goodwill and restructuring;

after-tax expenses of $ 1 million (equal to $ 0.00 per share) related to certain acquisitions;

and a tax expense adjustment of $ 1 million (equal to $ 0.00 per share) related to certain discrete items.

Net earnings attributable to controlling interest for the third quarter of the year ended December 31, 2022 included after-tax gains of $ 22 million (equal to $ 0.04 per share) related to the sale of certain assets;

after-tax charges of $ 40 million (equal to $ 0.07 per share) related to the impairment of certain assets, restructuring, and settlement contingencies;

an after-tax gain on debt conversion option of $ 8 million (equal to $ 0.01 per share) related to the mark-to-market adjustment of the conversion of the exchangeable bond issued in August 2020;

and a tax expense adjustment of $ 7 million (equal to $ 0.01 per share) related to certain discrete items.

Archer-Daniels-Midland Company

Notes to Consolidated Financial Statements (Continued)

Quarterly Financial Data (Unaudited) (Continued)

Net earnings attributable to controlling interest for the fourth quarter of the year ended December 31, 2022 included after-tax gains of $ 13 million (equal to $ 0.02 per share) related to the sale of certain assets;

after-tax charges of $ 55 million (equal to $ 0.10 per share) related to impairment of certain assets, restructuring, and settlement contingencies;

an after-tax loss on debt conversion option of $ 3 million (equal to $ 0.00 per share) related to the mark-to-market adjustment of the conversion of the exchangeable bond issued in August 2020;

and a tax expense adjustment of $ 5 million (equal to $ 0.01 per share) related to certain discrete items.

Subsequent Events

In January 2024, the Company acquired Revela Foods, a Wisconsin-based developer and manufacturer of innovative dairy flavor ingredients and solutions, for $ 656 million, subject to working capital adjustments, and UK-based FDL, a leading developer and producer of premium flavor and functional ingredient systems, for $ 232 million.

In February 2024, the Company acquired PT Trouw Nutrition Indonesia, a subsidiary of Nutreco and leading provider of functional and nutritional solutions for livestock farming in Indonesia, for $ 18 million, subject to working capital adjustments.

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Archer-Daniels-Midland Company

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Archer-Daniels-Midland Company (the Company) as of December 31, 2022 and 2021, the related consolidated statements of earnings, comprehensive income (loss), cash flows, and shareholders’ equity for each of the three years in the period ended December 31, 2022, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

We have audited the accompanying consolidated balance sheets of Archer-Daniels-Midland Company (the Company) as of December 31, 2023 and 2022, the related consolidated statements of earnings, comprehensive income (loss), shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S.

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) and our report dated February 14, 2023 expressed an unqualified opinion thereon.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated March 12, 2024 expressed an adverse opinion thereon.

Basis for Opinion

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of the critical audit matter 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.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) 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 matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Market or Fair Values of Certain Merchandisable Agricultural Commodity Inventories, Inventory-Related Payables, and Forward Commodity Purchase and Sales Contracts

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The merchandisable agricultural commodity inventory, inventory-related payables, and forward commodity purchase and sales contracts are considered level 2 and 3 fair value instruments.

As of December 31, 2022, the market or fair values of certain merchandisable agricultural commodity inventories, inventory-related payables, forward commodity contracts in an asset position, and forward commodity contracts in a liability position were $9,041 million, $1,270 million, $1,337 million, and $1,268 million, respectively.

Auditing the estimated market or fair values of merchandisable agricultural commodity inventories, inventory-related payables, and forward commodity purchase and sale contracts is complex due to the judgment involved in determining market or fair value, specifically related to determining the estimated basis adjustments, which represent the adjustment made to exchange quoted prices to arrive at the market or fair values of certain merchandisable agricultural commodity inventories, inventory-related payables, and forward commodity purchase and sales contracts.

As of December 31, 2023, the market or fair values for certain merchandisable agricultural commodity inventories, inventory-related payables, forward commodity contracts in an asset position, and forward commodity contracts in a liability position were $6,987 million, $1,320 million, $1,359 million, and $957 million, respectively.

Auditing the estimated market or fair values for merchandisable agricultural commodity inventories, inventory-related payables, and forward commodity purchase and sale contracts is complex due to the judgment involved in determining market or fair value, specifically related to determining the estimated basis adjustments, which represent the adjustment made to exchange quoted prices to arrive at the market or fair values for certain merchandisable agricultural commodity inventories, inventory-related payables, and forward commodity purchase and sales contracts.

The basis adjustments are generally determined using inputs from competitor or broker quotations or market transactions and are impacted by specific local supply and demand characteristics at each facility and the overall market.

Factors such as substitute products, weather, fuel costs, contract terms, and futures prices also impact these basis adjustments.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s determination of the estimated market or fair values of certain merchandisable agricultural commodity inventories, inventory-related payables, and forward commodity purchase and sale contracts.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s determination of the estimated market or fair values for certain merchandisable agricultural commodity inventories, inventory-related payables, and forward commodity purchase and sale contracts.

Our tests included controls over the estimation process supporting the basis adjustments.

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Finally, we evaluated the adequacy of the Company’s financial statement disclosures related to the estimated market or fair values of certain merchandisable agricultural inventories, inventory-related payables, and forward commodity purchase and sale contracts.

Animal Nutrition Goodwill Impairment Evaluation

Description of the Matter At December 31, 2023, the Company’s total goodwill was $4.1 billion of which $0.9 billion was assigned to the Animal Nutrition reporting unit.

Goodwill is assigned to the Company’s reporting units as of the acquisition date.

As discussed in Note 1 and Note 9 of the consolidated financial statements, goodwill is tested at the reporting unit level for impairment at least annually on October 1, or when events or circumstances occur that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

The Company uses an income and market approach in its quantitative impairment tests.

During 2023, the Company recorded an impairment charge of $137 million related to the Animal Nutrition reporting unit that represented the amount by which the carrying value of the reporting unit exceeded the fair value of the reporting unit at the impairment testing date.

Auditing the Company’s Animal Nutrition goodwill impairment charge was complex and highly judgmental due to the significant estimation required in determining the fair value of the reporting unit.

In particular, the fair value estimate using a weighted income and market approach was sensitive to significant assumptions such as revenue growth rates, projected EBITDA margins, and the discount rate.

These significant assumptions are forward-looking and could be affected by future economic and market conditions and the performance of the Animal Nutrition reporting unit.

How We Addressed the Matter in Our Audit To test the estimated fair value used in the Company’s Animal Nutrition reporting unit goodwill impairment charge, we performed audit procedures that included, among others, assessing the methodologies used to determine the fair value of the reporting unit and testing the significant assumptions discussed above and the underlying data used by the Company in its analysis.

As it pertains to revenue growth rates and projected EBITDA margins, we compared the significant assumptions used by management to historical results and current industry and economic trends, as applicable.

We assessed the historical accuracy of management’s estimates.

In addition, we involved our valuation specialists to assist with our evaluation of the methodology used by the Company to determine the fair value of reporting unit and testing of the significant assumptions used by management, including the discount rate.

Specifically, we evaluated the components of the discount rate used by the Company with the involvement of our valuation specialists.

/s/ Ernst & Young LLP

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Saint Louis, Missouri

February 14, 2023

March 12, 2024

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

Archer-Daniels-Midland Company

To the Shareholders and the Board of Directors of Archer-Daniels-Midland Company

Opinion on Internal Control over Financial Reporting

We have audited Archer-Daniels-Midland Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Archer-Daniels-Midland Company (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of Archer-Daniels-Midland Company as of December 31, 2022 and 2021, the related consolidated statements of earnings, comprehensive income (loss), cash flows, and shareholders’ equity for each of the three years in the period ended December 31, 2022, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2), and our report dated February 14, 2023 expressed an unqualified opinion thereon.

In our opinion, because of the effect of the material weakness described below on the achievement of the objectives of the control criteria, Archer-Daniels-Midland Company (the Company) has not maintained effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.

The following material weakness has been identified and included in management’s assessment.

Management has identified a material weakness related to the Company’s accounting practices and procedures for intersegment transactions between the Nutrition segment and the Ag Services and Oilseeds and Carbohydrate Solutions segments.

The absence of adequate controls with respect to the reporting of intersegment sales impacted the accuracy of the Company’s segment disclosures and review controls over key inputs and assumptions utilized by the Company when performing the goodwill and long-lived asset impairment tests.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of earnings, comprehensive income (loss), shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2).

This material weakness was considered in determining the nature, timing and extent of audit tests applied in our audit of the 2023 consolidated financial statements, and this report does not affect our report dated March 12, 2024, which expressed an unqualified opinion thereon.

Basis for Opinion

16 unchanged sentences

Saint Louis, Missouri

February 14, 2023

March 12, 2024

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

An evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and interim Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), as of December 31, 2023.

Based on that evaluation, the Company’s Chief Executive Officer and interim Chief Financial Officer concluded that the Company’s disclosure controls and procedures were not effective as of December 31, 2023 and 2022, due to the material weakness described below.

Management’s Report on Internal Control Over Financial Reporting

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f).

The Company’s internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with generally accepted accounting principles.

Under the supervision and with the participation of management, including the Company’s Chief Executive Officer and interim Chief Financial Officer, the Company’s management assessed the design and operating effectiveness of the Company’s internal control over financial reporting as of December 31, 2023, based on the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework).

Based on this assessment, management concluded that the Company’s internal control over financial reporting was not effective as of December 31, 2023 and 2022, due to the material weakness described below.

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis.

Because the control deficiency described below could have resulted in a material misstatement of its annual or interim financial statements, the Company determined that this deficiency constitutes a material weakness.

During the fourth quarter of 2023, in connection with the Investigation, the Company identified a material weakness in its internal control over financial reporting related to the Company’s accounting practices and procedures for intersegment sales.

The material weakness resulted from inadequate controls that allowed for certain intersegment sales to be reported at amounts that were not in accordance with ASC 606, Revenue from Contracts with Customers .

Specifically, the Company did not have adequate controls in place around measurement of certain intersegment sales between the Nutrition reporting segment and the Ag Services and Oilseeds and Carbohydrate Solutions reporting segments.

The absence of adequate controls with respect to the reporting of intersegment sales impacted the accuracy of the Company’s segment disclosures and review controls over projected financial information utilized in goodwill and other long-lived asset impairment tests.

Notwithstanding such material weakness in internal control over financial reporting, the Company’s Chief Executive Officer and interim Chief Financial Officer have concluded that the Company’s Consolidated Financial Statements included in this Annual Report on Form 10-K present fairly, in all material respects, the Company’s financial position, results of operations, and cash flows for the periods presented in conformity with GAAP.

Ernst & Young LLP, an independent registered public accounting firm, has issued an attestation report on the Company’s internal control over financial reporting as of December 31, 2023.

That report is included herein.

Chairman, Chief Executive Officer, and President /s/ Ismael Roig

Senior Vice President and Interim Chief Financial Officer

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data