What changed in this filing

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Item 1. Financial Statements

2025-07-31 compared with 2025-05-01 · 297 added, 147 removed, 609 unchanged (42% of the section changed)

33 unchanged sentences

authorized- 500,000,000 shares;

issued- 142,871,688 shares at March 30, 2025 and 142,871,688 shares at December 29, 2024;

outstanding- 141,067,578 shares at March 30, 2025 and 141,387,049 shares at December 29, 2024

issued- 142,871,688 shares at June 29, 2025 and 142,871,688 shares at December 29, 2024;

outstanding- 137,832,132 shares at June 29, 2025 and 141,387,049 shares at December 29, 2024

Additional paid-in capital 1,879.5 1,943.9

1 unchanged sentence

Treasury stock:

1,804,110 shares at March 30, 2025 and 1,484,639 shares at December 29, 2024

5,039,556 shares at June 29, 2025 and 1,484,639 shares at December 29, 2024

( 356.1 ) ( 82.6 )

8 unchanged sentences

(In millions, except per share amounts)

Quarter ended

March 30, 2025 March 31, 2024

Quarter ended Year-to-date period ended

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Sales $ 1,140.4 $ 1,095.3 $ 2,284.8 $ 2,138.2

2 unchanged sentences

Selling and administrative expenses 82.8 88.9 167.8 170.9

Restructuring charges — 0.2

Loss on asset sales and sales of businesses, net 3.9 —

Restructuring credits ( 1.3 ) ( 1.9 ) ( 1.3 ) ( 1.7 )

Loss (gain) on asset sales and sales of businesses, net — ( 2.2 ) 3.9 ( 2.2 )

Operating income 161.0 142.6 307.9 257.8

13 unchanged sentences

(In millions)

Quarter ended

March 30, 2025 March 31, 2024

Quarter ended Year-to-date period ended

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Net income $ 104.0 $ 85.6 $ 204.5 $ 154.0

22 unchanged sentences

(In millions)

Quarter ended

March 30, 2025 March 31, 2024

Year-to-date period ended

June 29, 2025 June 30, 2024

Operating Activities:

Net income $ 204.5 $ 154.0

Adjustments to reconcile net income to net cash used in operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 82.4 73.9

1 unchanged sentence

Deferred taxes 33.5 30.3

Net gains from disposal of property, plant and equipment 0.3 —

Net loss (gain) from disposal of property, plant and equipment 0.2 ( 2.1 )

Loss on sales of businesses 3.7 —

5 unchanged sentences

Accrued liabilities and other ( 87.3 ) ( 84.4 )

Cash used in operating activities ( 92.5 ) ( 98.8 )

Cash provided by operating activities 69.0 2.3

Investing Activities:

1 unchanged sentence

Proceeds from disposal of property, plant and equipment 0.1 5.9

Proceeds from sales of businesses, net of transaction costs 2.0 —

Other 4.1 3.0

7 unchanged sentences

Effect of exchange rate changes on cash and cash equivalents 14.4 —

Cash held for sale — ( 9.6 )

Decrease in cash and cash equivalents ( 401.6 ) ( 318.3 )

13 unchanged sentences

Interests Total

Balance, December 31, 2023 $ 13.2 $ 1,697.1 $ ( 70.1 ) $ ( 184.0 ) $ ( 83.2 ) $ 107.5 $ 1,480.5

Balance, March 31, 2024 $ 13.4 $ 1,703.1 $ ( 4.0 ) $ ( 360.1 ) $ ( 88.8 ) $ 109.6 $ 1,373.2

Net income — — 81.9 — — 3.7 85.6

2 unchanged sentences

Employee stock plans — 9.8 0.5 0.8 — — 11.1

Balance, June 30, 2024 $ 13.4 $ 1,712.9 $ 78.4 $ ( 359.3 ) $ ( 90.2 ) $ 112.7 $ 1,467.9

Balance, March 30, 2025 $ 14.3 $ 1,873.8 $ 161.3 $ ( 105.0 ) $ ( 71.6 ) $ 109.5 $ 1,982.3

Net income — — 100.7 — — 3.3 104.0

Other comprehensive income — — — — 15.1 1.8 16.9

Purchase of treasury stock — — — ( 252.6 ) — — ( 252.6 )

Employee stock plans — 5.7 0.2 1.5 — — 7.4

Balance, June 29, 2025 $ 14.3 $ 1,879.5 $ 262.2 $ ( 356.1 ) $ ( 56.5 ) $ 114.6 $ 1,858.0

ATI Stockholders

Stock Additional

Capital Retained

Earnings Treasury

Stock Accumulated

Comprehensive

Income (Loss) Non-

Interests Total

Balance, December 31, 2023 $ 13.2 $ 1,697.1 $ ( 70.1 ) $ ( 184.0 ) $ ( 83.2 ) $ 107.5 $ 1,480.5

Net income — — 148.0 — — 6.0 154.0

Other comprehensive loss — — — — ( 7.0 ) ( 0.8 ) ( 7.8 )

Purchase of treasury stock — — — ( 151.2 ) — — ( 151.2 )

Employee stock plans 0.2 15.8 0.5 ( 24.1 ) — — ( 7.6 )

Balance, June 30, 2024 $ 13.4 $ 1,712.9 $ 78.4 $ ( 359.3 ) $ ( 90.2 ) $ 112.7 $ 1,467.9

Balance, December 29, 2024 $ 14.3 $ 1,943.9 $ 64.3 $ ( 82.6 ) $ ( 89.5 ) $ 104.8 $ 1,955.2

Net income — — 197.7 — — 6.8 204.5

Other comprehensive income — — — — 33.0 3.0 36.0

1 unchanged sentence

Employee stock plans — ( 64.4 ) 0.2 49.3 — — ( 14.9 )

Balance, March 30, 2025 $ 14.3 $ 1,873.8 $ 161.3 $ ( 105.0 ) $ ( 71.6 ) $ 109.5 $ 1,982.3

Balance, June 29, 2025 $ 14.3 $ 1,879.5 $ 262.2 $ ( 356.1 ) $ ( 56.5 ) $ 114.6 $ 1,858.0

The accompanying notes are an integral part of these statements.

43 unchanged sentences

Revenue is disaggregated within these two business segments by diversified global markets, primary geographical markets and diversified products.

Comparative information regarding the Company’s overall revenues by global and geographical markets for the quarters and year-to-date periods ended March 30, 2025 and March 31, 2024 is included in the following tables.

Comparative information regarding the Company’s overall revenues by global and geographical markets for the quarters and year-to-date periods ended June 29, 2025 and June 30, 2024 is included in the following tables.

(in millions) Quarter ended

March 30, 2025 March 31, 2024

June 29, 2025 June 30, 2024

HPMC AA&S Total HPMC AA&S Total

16 unchanged sentences

Total $ 608.8 $ 531.6 $ 1,140.4 $ 562.0 $ 533.3 $ 1,095.3

(in millions) Year-to-date period ended

June 29, 2025 June 30, 2024

HPMC AA&S Total HPMC AA&S Total

Diversified Global Markets:

Aerospace & Defense:

Jet Engines- Commercial $ 816.9 $ 52.3 $ 869.2 $ 628.7 $ 35.3 $ 664.0

Airframes- Commercial 159.1 241.9 401.0 179.4 221.5 400.9

Defense 120.2 125.8 246.0 112.0 122.7 234.7

Total Aerospace & Defense 1,096.2 420.0 1,516.2 920.1 379.5 1,299.6

Specialty Energy 27.1 86.9 114.0 40.7 92.0 132.7

Medical 31.2 50.1 81.3 68.9 51.9 120.8

Electronics — 83.3 83.3 3.0 90.7 93.7

Other Core Markets 58.3 220.3 278.6 112.6 234.6 347.2

Core End Markets 1,154.5 640.3 1,794.8 1,032.7 614.1 1,646.8

Conventional Energy 3.1 211.6 214.7 5.9 162.7 168.6

Automotive 4.2 121.2 125.4 8.8 118.0 126.8

Construction/Mining 15.2 51.0 66.2 15.0 56.4 71.4

Other 15.9 67.8 83.7 29.5 95.1 124.6

Industrial Markets 38.4 451.6 490.0 59.2 432.2 491.4

Total $ 1,192.9 $ 1,091.9 $ 2,284.8 $ 1,091.9 $ 1,046.3 $ 2,138.2

(in millions) Quarter ended

March 30, 2025 March 31, 2024

June 29, 2025 June 30, 2024

HPMC AA&S Total HPMC AA&S Total

6 unchanged sentences

Total $ 608.8 $ 531.6 $ 1,140.4 $ 562.0 $ 533.3 $ 1,095.3

(in millions) Year-to-date period ended

June 29, 2025 June 30, 2024

HPMC AA&S Total HPMC AA&S Total

Primary Geographical Market:

United States $ 666.7 $ 627.5 $ 1,294.2 $ 512.1 $ 698.0 $ 1,210.1

Europe 360.0 136.5 496.5 435.5 104.9 540.4

Asia 77.1 186.4 263.5 76.2 165.5 241.7

Canada 37.1 42.6 79.7 29.0 24.5 53.5

South America, Middle East and other 52.0 98.9 150.9 39.1 53.4 92.5

Total $ 1,192.9 $ 1,091.9 $ 2,284.8 $ 1,091.9 $ 1,046.3 $ 2,138.2

Comparative information regarding the Company’s major products based on their percentages of sales is included in the following table.

1 unchanged sentence

Quarter ended

March 30, 2025 March 31, 2024

June 29, 2025 June 30, 2024

HPMC AA&S Total HPMC AA&S Total

6 unchanged sentences

Total 100 % 100 % 100 % 100 % 100 % 100 %

The Company maintained a backlog of confirmed orders totaling $ 4.0 billion and $ 3.9 billion at March 30, 2025 and March 31, 2024, respectively.

Due to the structure of the Company’s long-term agreements, approximately 70 % of this backlog at March 30, 2025 represented booked orders with performance obligations that will be satisfied within the next 12 months.

Year-to-date period ended

June 29, 2025 June 30, 2024

HPMC AA&S Total HPMC AA&S Total

Diversified Products and Services:

Nickel-based alloys and specialty alloys 43 % 54 % 48 % 39 % 50 % 44 %

Precision forgings, castings and components 39 % — % 21 % 36 % — % 19 %

Titanium and titanium-based alloys 18 % 17 % 18 % 24 % 13 % 19 %

Zirconium and related alloys — % 18 % 8 % — % 19 % 9 %

Precision rolled strip products — % 11 % 5 % 1 % 18 % 9 %

Total 100 % 100 % 100 % 100 % 100 % 100 %

The Company maintained a backlog of confirmed orders totaling $ 3.7 billion and $ 4.1 billion at June 29, 2025 and June 30, 2024, respectively.

Due to the structure of the Company’s long-term agreements, approximately 70 % of this backlog at June 29, 2025 represented booked orders with performance obligations that will be satisfied within the next 12 months.

The backlog does not reflect any elements of variable consideration.

Contract balances

As of March 30, 2025 and December 29, 2024, accounts receivable from customers were $ 838.6 million and $ 724.2 million, respectively.

The following represents the rollforward of accounts receivable - reserve for doubtful accounts and contract assets and liabilities for the year-to-date periods ended March 30, 2025 and March 31, 2024:

As of June 29, 2025 and December 29, 2024, accounts receivable from customers were $ 791.3 million and $ 724.2 million, respectively.

The following represents the rollforward of accounts receivable - reserve for doubtful accounts and contract assets and liabilities for the year-to-date periods ended June 29, 2025 and June 30, 2024:

(in millions)

Accounts Receivable - Reserve for Doubtful Accounts March 30,

2025 March 31,

Accounts Receivable - Reserve for Doubtful Accounts June 29,

2025 June 30,

Balance as of beginning of year $ 15.0 $ 3.2

4 unchanged sentences

Contract Assets

Short-term March 30,

2025 March 31,

Short-term June 29,

2025 June 30,

Balance as of beginning of year $ 75.6 $ 59.1

4 unchanged sentences

Contract Liabilities

Short-term March 30,

2025 March 31,

Short-term June 29,

2025 June 30,

Balance as of beginning of year $ 169.4 $ 163.6

5 unchanged sentences

Balance as of period end $ 171.7 $ 160.9

Long-term (a) March 30,

2025 March 31,

Long-term (a) June 29,

2025 June 30,

Balance as of beginning of year $ 45.3 $ 39.4

5 unchanged sentences

(a) Long-term contract liabilities are included in other long-term liabilities on the consolidated balance sheets.

Contract costs for obtaining and fulfilling a contract were $ 13.8 million and $ 12.0 million as of March 30, 2025 and December 29, 2024, respectively, and are reported in other long-term assets on the consolidated balance sheet.

Contract cost amortization expense for the quarters ended March 30, 2025 and March 31, 2024 was $ 0.2 million and $ 0.3 million, respectively.

Inventories at March 30, 2025 and December 29, 2024 were as follows (in millions):

Contract costs for obtaining and fulfilling a contract were $ 13.9 million and $ 12.0 million as of June 29, 2025 and December 29, 2024, respectively, and are reported in other long-term assets on the consolidated balance sheet.

Contract cost amortization expense for the quarter and year-to-date period ended June 29, 2025 was $ 0.7 million and $ 0.9 million, respectively.

Contract cost amortization expense for the quarter and year-to-date period ended June 30, 2024 was $ 0.3 million and $ 0.6 million, respectively.

Inventories at June 29, 2025 and December 29, 2024 were as follows (in millions):

2025 December 29,

7 unchanged sentences

Property, Plant and Equipment

Property, plant and equipment at March 30, 2025 and December 29, 2024 was as follows (in millions):

Property, plant and equipment at June 29, 2025 and December 29, 2024 was as follows (in millions):

2025 December 29,

5 unchanged sentences

Total property, plant and equipment, net $ 1,818.0 $ 1,776.9

The construction in progress portion of property, plant and equipment at March 30, 2025 was $ 223.3 million.

Capital expenditures on the consolidated statement of cash flows for the year-to-date periods ended March 30, 2025 and March 31,

2024 exclude $ 26.0 million and $ 33.0 million, respectively, of accrued capital expenditures that were included in property, plant and equipment at March 30, 2025 and March 31, 2024, respectively.

The construction in progress portion of property, plant and equipment at June 29, 2025 was $ 260.0 million.

Capital expenditures on the consolidated statement of cash flows for the year-to-date periods ended June 29, 2025 and June 30, 2024 exclude $ 15.6 million and $ 26.0 million, respectively, of accrued capital expenditures that were included in property, plant and equipment at June 29, 2025 and June 30, 2024, respectively.

During the first quarter of 2025, the Company completed the sale of certain immaterial, non-core operations in Birmingham, UK and Dusseldorf, Germany, which were part of our European business in the HPMC Segment.

A $ 3.7 million loss on sale of these operations is reported in loss on asset sales and sales of businesses, net, on the consolidated statement of operations for the quarter ended March 30, 2025, and is excluded from segment results.

The Company will receive proceeds of approximately $ 9.7 million over the next 12 months for this sale, which is reported as an other receivable in prepaid expenses and other current assets on the consolidated balance sheet at March 30, 2025.

A $ 3.7 million loss on sale of these operations is reported in loss on asset sales and sales of businesses, net, on the consolidated statement of operations for the year-to-date period ended June 29, 2025, and is excluded from segment results.

The Company received proceeds, net of transaction costs, of $ 2.0 million in the first half of 2025, which is reported as an investing activity on the consolidated statement of cash flows.

The Company will receive additional proceeds of approximately $ 8.1 million over the next 12 months for this sale, which is reported as an other receivable in prepaid expenses and other current assets on the consolidated balance sheet at June 29, 2025.

In fiscal year 2024, these operations had external sales of approximately $ 39.1 million and income before tax of approximately $ 2.4 million.

6 unchanged sentences

STAL is part of ATI’s AA&S segment and manufactures Precision Rolled Strip (PRS) stainless products mainly for the electronics and automotive markets located in Asia.

Cash and cash equivalents held by STAL as of March 30, 2025 were $ 71.3 million.

Cash and cash equivalents held by STAL as of June 29, 2025 were $ 86.7 million.

Next Gen Alloys LLC:

The Company has a 51 % interest in Next Gen Alloys LLC, a joint venture with GE Aviation for the development of a new meltless titanium alloy powder manufacturing technology;

however, there is no active development at this time.

however, there is no ongoing development.

Next Gen Alloys LLC funds its development activities through the sale of shares to the two joint venture partners.

Cash and cash equivalents held by this joint venture as of March 30, 2025 were $ 1.0 million.

Equity Method Joint Ventures

A&T Stainless:

The Company has a 50 % interest in A&T Stainless, a joint venture with an affiliate company of Tsingshan Group (Tsingshan) to produce 60-inch wide stainless sheet products for sale in North America.

ATI accounts for the A&T Stainless joint venture under the equity method of accounting;

however, as t he net investment balance in the joint venture was zero as of December 29, 2024, ATI did not record the loss for the Company’s share of results of A&T Stainless for the quarter ended March 30, 2025 .

ATI’s share of A&T Stainless results were losses of $ 0.4 million for the quarter ended March 31, 2024, which is included within other income/expense, net, on the consolidated statements of operations and in the AA&S segment’s operating results.

As of March 30, 2025 and December 29, 2024, ATI had net receivables for working capital advances and administrative services from A&T Stainless of $ 0.5 million and $ 0.6 million, respectively.

Cash and cash equivalents held by this joint venture as of June 29, 2025 were $ 1.0 million.

Supplemental Financial Statement Information

Other income (expense), net for the quarters ended March 30, 2025 and March 31, 2024 was as follows:

(in millions) Quarter ended

March 30, 2025 March 31, 2024

Other income (expense), net for the quarters and year-to-date periods ended June 29, 2025 and June 30, 2024 was as follows:

(in millions) Quarter ended Year-to-date period ended

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Rent and royalty income $ 1.8 $ 0.8 $ 3.3 $ 1.6

Net equity loss on joint ventures (See Note 6) — ( 0.4 )

Other — ( 0.4 ) — ( 0.8 )

Total other income, net $ 1.8 $ 0.4 $ 3.3 $ 0.8

Restructuring

Restructuring charges for the quarter ended March 31, 2024 were $ 0.2 million, primarily for the involuntary termination of several employees in ATI’s domestic operations.

These amounts are presented as a restructuring charge in the consolidated statements of operations and are excluded from segment results.

Restructuring charges were a credit for both the quarter and year-to-date period ended June 29, 2025 of $ 1.3 million for a reduction in severance-related reserves for approximately 40 employees for a previous restructuring in the AA&S segment.

Restructuring charges were a credit for the quarter and year-to-date period ended June 30, 2024 of $ 1.9 million and $ 1.7 million, respectively, primarily for a reduction in severance-related reserves for approximately 80 employees based on changes in planned operating rates and revised workforce reduction estimates, which included the ongoing restructuring for the

Company’s European operations.

These amounts are presented as restructuring charges/credits in the consolidated statements of operations and are excluded from segment results.

Restructuring reserves for severance cost activity is as follows:

2 unchanged sentences

Balance at December 29, 2024 $ 9.0

Adjustments ( 1.3 )

Divestitures ( 0.5 )

Payments ( 4.1 )

Balance at March 30, 2025 $ 6.8

During the first quarter ended March 30, 2025, the Company de-recognized $ 0.5 million of restructuring reserves in connection with the sale of non-core operations in Birmingham, UK and Dusseldorf, Germany (see Note 5 for further explanation).

The $ 6.8 million restructuring reserve balance at March 30, 2025 is recorded in other current liabilities on the consolidated balance sheet.

Balance at June 29, 2025 $ 3.1

During the year-to-date period ended June 29, 2025, the Company de-recognized $ 0.5 million of restructuring reserves in connection with the sale of non-core operations in Birmingham, UK and Dusseldorf, Germany (see Note 5 for further explanation).

The $ 3.1 million restructuring reserve balance at June 29, 2025 is recorded in other current liabilities on the consolidated balance sheet.

Supplier Financing

The Company participates in supplier financing programs with two financial institutions to offer its suppliers the option for access to payment in advance of an invoice due date.

Under such programs, these financial institutions provide early payment to suppliers at their request for invoices that ATI has confirmed as valid at a pre-determined discount rate commensurate with the creditworthiness of ATI.

As of March 30, 2025 and December 29, 2024, the Company had $ 67.9 million and $ 34.8 million, respectively, reported in accounts payable on the consolidated balance sheets under such programs.

Under such programs, these financial institutions provide early payment to suppliers at their request for invoices that ATI has confirmed as valid at a predetermined discount rate commensurate with the creditworthiness of ATI.

As of June 29, 2025 and December 29, 2024, the Company had $ 61.5 million and $ 34.8 million, respectively, reported in accounts payable on the consolidated balance sheets under such programs.

Sale of Receivables Program

1 unchanged sentence

These accounts receivable sales are accounted for as a sale of assets under ASC 860, Transfers and Servicing, as the Company’s continuing involvement is limited to servicing the accounts receivable, collecting the payments for the underlying accounts receivables and remitting such collections to the financial institution.

The financial institution is responsible for any credit risk associated with the sold accounts receivables.

The financial institution is responsible for any credit risk associated with the sold accounts receivable.

The Company receives the purchase price, equal to the accounts receivable less the discount, at the time of the sale.

The Company sold $ 28.8 million of its receivables under this program during the first quarter of 2025, resulting in de-recognition of the receivables from the Company’s consolidated balance sheet.

The Company had no amounts collected on behalf of the financial institution under the Receivables Purchase Agreement at March 30, 2025.

The losses associated with these transactions of $ 0.2 million are reflected in the Company’s consolidated statement of operations for the quarter ended March 30, 2025 and are excluded from segment results.

The cash received on these sales of accounts receivable during the quarter ended March 30, 2025 is presented in changes in receivables within operating activities in the consolidated statement of cash flows.

The Company sold $ 39.4 million and $ 68.2 million of its receivables under this program during the quarter and year-to-date periods ended June 29, 2025, respectively, resulting in de-recognition of the receivables from the Company’s consolidated balance sheet.

The Company had no amounts collected on behalf of the financial institution under the Receivables Purchase Agreement at June 29, 2025.

The losses associated with these transactions of $ 0.3 million and $ 0.5 million are reflected in the Company’s consolidated statement of operations for the quarter and year-to-date periods ended June 29, 2025, respectively, and are excluded from segment results.

The cash received on these sales of accounts receivable during the year-to-date period ended June 29, 2025 is presented in changes in receivables within operating activities in the consolidated statement of cash flows.

Other Customer Receivable Sales

In the first quarter ended March 30, 2025 and March 31, 2024, the Company sold $ 72.6 million and $ 68.0 million, respectively, of certain customers’ accounts receivables through programs established by those customers with third-party financial institutions.

In the second quarter and year-to-date period ended June 29, 2025, the Company sold $ 91.5 million and $ 164.1 million, respectively, of certain customers’ accounts receivable through programs established by those customers with third-party financial institutions.

In the second quarter and year-to-date period ended June 30, 2024, the Company sold $ 74.3 million and $ 142.3 million, respectively, of certain customers’ accounts receivable through programs established by those customers with third-party financial institutions.

These customers have extended payment terms and provide the programs to enable suppliers to receive more timely payments.

1 unchanged sentence

The proceeds from these transactions are presented in changes in receivables within operating activities in the consolidated statement of cash flows.

The losses associated with these transactions of $ 1.4 million and $ 1.6 million are reflected in the Company’s consolidated statements of operations for the quarters ended March 30, 2025 and March 31, 2024, respectively, and are excluded from segment results.

Debt at March 30, 2025 and December 29, 2024 was as follows (in millions):

The losses associated with these transactions of $ 1.3 million and $ 2.7 million for the quarter and year-to-date periods ended June 29, 2025, respectively, and $ 1.3 million and $ 2.9 million for the quarter and year-to-date periods ended June 30, 2024, respectively, are reflected in the Company’s consolidated statements of operations and are excluded from segment results.

Debt at June 29, 2025 and December 29, 2024 was as follows (in millions):

2025 December 29,

15 unchanged sentences

Revolving Credit Facility

The Company has an Asset Based Lending (ABL) Credit Facility, which is collateralized by the accounts receivable and inventory of the Company’s operations.

The ABL facility also provides the Company with the option of including certain machinery and equipment as additional collateral for purposes of determining availability under the facility.

The ABL facility, which matures in September 2027, includes a $ 600 million revolving credit facility, a letter of credit sub-facility of up to $ 200 million, a $ 200 million term loan (Term Loan), and a swing loan facility of up to $ 60 million.

The Term Loan has an interest rate of 2.0 % above the adjusted Secured Overnight Financing Rate (SOFR) and can be prepaid in increments of $ 25 million if certain minimum liquidity conditions are satisfied.

On June 13, 2025, the Company amended its Asset Based Lending (ABL) Credit Facility, which is collateralized by the accounts receivable and inventory of the Company’s operations.

As amended, the ABL facility also provides the Company with the option of including certain machinery and equipment as additional collateral for purposes of determining availability under the facility.

This amendment extended the ABL facility through June 2030.

The amended ABL includes a $ 600 million revolving credit facility, a letter of credit sub-facility of up to $ 200 million, a $ 200 million term loan (Term Loan), and a swing loan facility of up to $ 60 million.

Additionally, the amendment gives the Company the ability, through June 13, 2026 and as long as no default or event of default has occurred and is continuing, to borrow an additional term loan of up to $ 100 million in total, using one or two draws (the Delayed-Draw Term Loan).

The Term Loan and Delayed-Draw Term Loan each bear interest at rate of 2.0 % above the adjusted Secured Overnight Financing Rate (SOFR) and can be prepaid in increments of $ 25 million if certain minimum liquidity conditions are satisfied.

In addition, the Company has the right to request an increase of up to $ 300 million in the maximum amount available under the revolving credit facility for the duration of the ABL.

The applicable interest rate for revolving credit borrowings under the ABL facility includes interest rate spreads based on available borrowing capacity that range between 1.25 % and 1.75 % for SOFR-based borrowings and between 0.25 % and 0.75 % for base rate borrowings.

The ABL, as amended, has applicable interest rates that are consistent with the previous facility, using SOFR plus an applicable SOFR adjustment.

As amended, the applicable interest rate for revolving credit borrowings under the ABL facility includes interest rate spreads based on available borrowing capacity that range between 1.25 % and 1.75 % for SOFR-based borrowings and between 0.25 % and 0.75 % for base rate borrowings.

The ABL facility contains a financial covenant whereby the Company must maintain a fixed charge coverage ratio of not less than 1.00 :

1.00 after an event of default has occurred and is continuing or if the undrawn availability under the ABL revolving credit portion of the facility is less than the greater of (i) 10 % of the then applicable maximum loan amount under the revolving credit portion of the ABL and the outstanding Term Loan balance, or (ii) $ 60.0 million.

The Company was in compliance with the fixed charge coverage ratio as of March 30, 2025.

Additionally, the Company must demonstrate minimum liquidity specified by the facility during the 90 -day period immediately preceding the stated maturity date of its 6.95 % Debentures due 2025 issued by the Company’s wholly owned subsidiary, Allegheny Ludlum LLC.

The ABL also contains customary affirmative and negative covenants for credit facilities of this type, including limitations on the Company’s ability to incur additional indebtedness or liens or to enter into investments, mergers and acquisitions, dispositions of assets and transactions with affiliates, some of which are more restrictive, at any time during the term of the ABL when the Company’s fixed charge coverage ratio is less than 1.00 :

1.00 and its undrawn availability under the revolving portion of the

ABL is less than the greater of (a) $ 120 million or (b) 20 % of the sum of the maximum loan amount under the revolving credit portion of the ABL and the outstanding Term Loan balance.

As of March 30, 2025, there were no outstanding borrowings under the revolving portion of the ABL facility, and $ 30.5 million was utilized to support the issuance of letters of credit.

There were no revolving credit borrowings under the ABL facility during the first quarter of 2025 or 2024.

The Company also has foreign credit facilities, primarily in China, that total $ 57 million based on March 30, 2025 foreign exchange rates, none of which was drawn as of March 30, 2025 or December 29, 2024.

The Company was in compliance with the fixed charge coverage ratio as of June 29, 2025.

Costs associated with entering into the ABL amendment were $ 2.8 million, and are being amortized to interest expense over the extended term of the facility ending June 2030, along with $ 1.9 million of unamortized deferred costs previously recorded for the ABL.

The ABL, as amended, also contains customary affirmative and negative covenants for credit facilities of this type, including limitations on the Company’s ability to incur additional indebtedness or liens or to enter into investments, mergers and acquisitions, dispositions of assets and transactions with affiliates, some of which are more restrictive at any time during the term of the ABL when the Company’s fixed charge coverage ratio is less than 1.00 :

1.00 and its undrawn availability under the revolving portion of the ABL is less than the greater of (a) $ 120 million or (b) 20 % of the sum of the maximum loan amount under the revolving credit portion of the ABL and the outstanding Term Loan balance.

As of June 29, 2025, there were no outstanding borrowings under the revolving portion of the ABL facility, and $ 29.4 million was utilized to support the issuance of letters of credit.

There were no revolving credit borrowings under the ABL facility during the year-to-date periods ended June 29, 2025 or June 30, 2024.

The Company also has foreign credit facilities, primarily in China, that total $ 72 million based on June 29, 2025 foreign exchange rates, none of which was drawn as of June 29, 2025 or December 29, 2024.

Derivative Financial Instruments and Hedging

2 unchanged sentences

The Company sometimes uses futures and swap contracts to manage exposure to changes in prices for forecasted purchases of raw materials, such as nickel, and natural gas.

Under these contracts, which are generally accounted for as cash flow hedges, the price of the item being hedged is fixed at the time that the contract is entered into, and the Company is obligated to make or receive a payment equal to the net change between this fixed price and the market price at the date the contract matures.

Under these contracts, which are generally accounted for as cash flow hedges, the price of the item being hedged is fixed at the time that the contract is entered into, and the Company is obligated to make or entitled to receive a payment equal to the net change between this fixed price and the market price at the date the contract matures.

The majority of ATI’s products are sold under contractual arrangements that include raw material surcharges and index mechanisms.

However, as of March 30, 2025, the Company had entered into financial hedging arrangements, primarily at the request of its customers related to firm orders, for an aggregate notional amount of approximately 4 million pounds of nickel with hedge dates through 2027.

However, as of June 29, 2025, the Company had entered into financial hedging arrangements, primarily at the request of its customers related to firm orders, for an aggregate notional amount of approximately 4 million pounds of nickel with hedge dates through 2027.

The aggregate notional amount hedged is approximately 6 % of a single year’s estimated nickel raw material purchase requirements.

1 unchanged sentence

Any gain or loss associated with these hedging arrangements is included in sales or cost of sales, depending on whether the underlying risk being hedged is the variable selling price or the variable raw material cost, respectively.

At March 30, 2025, the outstanding financial derivatives used to hedge the Company’s exposure to energy cost volatility consisted of natural gas cost hedges.

At March 30, 2025, the Company hedged approximately 75 % of its forecasted domestic requirements for natural gas for the remainder of 2025 and approximately 35 % for 2026.

While the majority of the Company’s direct export sales are transacted in U.S.

At June 29, 2025, the outstanding financial derivatives used to hedge the Company’s exposure to energy cost volatility consisted of natural gas cost hedges.

At June 29, 2025, the Company hedged approximately 65 % of its forecasted domestic requirements for natural gas for the remainder of 2025 and approximately 35 % for 2026.

While most of the Company’s direct export sales are transacted in U.S.

dollars, it uses foreign currency exchange contracts, from time-to-time, to limit transactional exposure to changes in currency exchange rates for those transactions denominated in a non-U.S.

2 unchanged sentences

In addition, the Company may also hedge forecasted capital expenditures and designate cash balances held in foreign currencies as hedges of forecasted foreign currency transactions.

At March 30, 2025, the Company had no material outstanding foreign currency forward contracts.

At June 29, 2025, the Company had no material outstanding foreign currency forward contracts.

The Company may enter into derivative interest rate contracts to maintain a reasonable balance between fixed- and floating-rate debt.

There were no outstanding derivative interest rate contracts at March 30, 2025.

There were no outstanding derivative interest rate contracts at June 29, 2025.

There are no credit risk-related contingent features in the Company’s derivative contracts, and the contracts contain no provisions under which the Company has posted, or would be required to post, collateral.

6 unchanged sentences

Asset derivatives

Balance sheet location March 30,

Balance sheet location June 29,

2025 December 29,

Derivatives designated as hedging instruments:

Nickel and other raw material contracts Prepaid expenses and other current assets $ 0.3 $ —

Foreign exchange contracts Prepaid expenses and other current assets — 0.2

Natural gas contracts Prepaid expenses and other current assets $ 2.3 $ 0.8

Nickel and other raw material contracts Other assets 0.1 —

Foreign exchange contracts Prepaid expenses and other current assets — 0.2

Natural gas contracts Other assets 0.8 0.9

4 unchanged sentences

Natural gas contracts Other current liabilities 0.2 1.7

Foreign exchange contracts Other current liabilities 0.1 —

Natural gas contracts Other long-term liabilities — 0.1

3 unchanged sentences

For derivative financial instruments that are designated as fair value hedges, changes in the fair value of these derivatives are recognized in current period results.

There were no outstanding fair value hedges as of March 30, 2025.

There were no outstanding fair value hedges as of June 29, 2025.

The cash flow impact for all derivative financial instruments is reported in cash flows provided by operating activities on the consolidated statement of cash flows.

1 unchanged sentence

The effects of derivative instruments in the tables below are presented net of related income taxes, excluding any impacts of changes to income tax valuation allowances affecting results of operations or other comprehensive income, when applicable (see Note 15 for further explanation).

Assuming market prices remain constant with those at March 30, 2025, a pre-tax gain of $ 2.6 million is expected to be recognized over the next 12 months.

Activity with regard to derivatives designated as cash flow hedges for the quarters and year-to-date periods ended March 30, 2025 and March 31, 2024 was as follows (in millions):

Assuming market prices remain constant with those at June 29, 2025, a pre-tax loss of $ 0.2 million is expected to be recognized over the next 12 months.

Activity for derivatives designated as cash flow hedges for the quarters and year-to-date periods ended June 29, 2025 and June 30, 2024 was as follows (in millions):

Amount of Gain (Loss)

5 unchanged sentences

Quarter ended Quarter ended

Derivatives in Cash Flow Hedging Relationships March 30, 2025 March 31, 2024 March 30, 2025 March 31, 2024

Derivatives in Cash Flow Hedging Relationships June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Nickel and other raw material contracts $ ( 1.4 ) $ ( 0.9 ) $ ( 1.2 ) $ ( 1.1 )

3 unchanged sentences

Total $ ( 3.4 ) $ ( 0.4 ) $ ( 1.2 ) $ ( 2.0 )

Amount of Gain (Loss)

Recognized in OCI on

Derivatives Amount of Gain (Loss)

Reclassified from

Accumulated OCI

into Income (a)

Year-to-date period ended Year-to-date period ended

Derivatives in Cash Flow Hedging Relationships June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Nickel and other raw material contracts $ ( 0.7 ) $ ( 1.1 ) $ ( 2.2 ) $ ( 1.1 )

Natural gas contracts 2.4 ( 1.0 ) 0.1 ( 3.6 )

Foreign exchange contracts ( 0.2 ) 0.3 0.1 0.2

Interest rate swap — — — 1.2

Total $ 1.5 $ ( 1.8 ) $ ( 2.0 ) $ ( 3.3 )

(a) The gains (losses) reclassified from accumulated OCI into income related to the derivatives, with the exception of the interest rate swap, are presented in sales and cost of sales in the same period or periods in which the hedged item affects earnings.

The gains (losses) reclassified from accumulated OCI into income on the interest rate swap are presented in interest expense in the same period as the interest expense on the Term Loan is recognized in earnings.

The disclosures of gains or losses presented above for nickel and other raw material contracts and foreign currency contracts do not take into account the anticipated underlying transactions.

The disclosures of gains or losses presented above for nickel and other raw material contracts and foreign currency contracts do not consider the anticipated underlying transactions.

Since these derivative contracts represent hedges, the net effect of any gain or loss on results of operations may be fully or partially offset.

The Company may also use derivative instruments that are not designated as hedges to protect the Company’s results from certain fluctuations in foreign exchange rates, as well as to offset a portion of the foreign currency gains and losses generated by

the remeasurement of certain assets and liabilities denominated in non-functional currencies.

Changes in the fair value of these foreign exchange contract derivatives not designated as hedging instruments are recorded in cost of sales or selling, general and administrative expenses on the consolidated statement of operations, and the Company recognized $ 1.8 million of income, net, for settled foreign currency forward contracts that were not designated as hedges during the quarter ended March 30, 2025, respectively, which offset foreign currency gains/losses in the relevant currency.

We have no significant outstanding hedges that are not designated as of March 30, 2025 .

Changes in the fair value of these foreign exchange contract derivatives not designated as hedging instruments are recorded in cost of sales or selling, general and administrative expenses on the consolidated statement of operations, and the Company recognized $ 1.1 million and $ 2.9 million of income, net, for settled foreign currency forward contracts that were not designated as hedges during the second quarter and year-to-date period ended June 29, 2025, respectively, and $ 0.5 million of expense during the second quarter and year-to-date period ended June 30, 2024, which offset foreign currency gains/losses in the relevant currency.

We have no significant outstanding hedges that are not designated as of June 29, 2025.

Fair Value of Financial Instruments

The estimated fair value of financial instruments at March 30, 2025 was as follows:

The estimated fair value of financial instruments at June 29, 2025 was as follows:

Fair Value Measurements at Reporting Date Using

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Debt (a) 1,909.5 1,889.7 1,580.2 309.5

(a) The total carrying amount for debt for both periods excludes debt issuance costs related to the recognized debt liability which is presented in the consolidated balance sheet as a direct reduction from the carrying amount of the debt liability.

(a) The total carrying amount for debt for both periods exclude debt issuance costs related to the recognized debt liability which is presented in the consolidated balance sheet as a direct reduction from the carrying amount of the debt liability.

In accordance with accounting standards, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date.

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Management believes segment EBITDA, as defined, provides an appropriate measure of controllable operating results at the business segment level.

Intersegment sales are generally recorded at full cost or market.

Following is certain financial information with respect to the Company’s business segments for the periods indicated (in millions):

Quarter ended March 30, 2025 Quarter ended March 31, 2024

Quarter ended June 29, 2025 Quarter ended June 30, 2024

HPMC AA&S Total HPMC AA&S Total

6 unchanged sentences

Allocated corporate overhead 18.5 19.9 17.1 17.5

Other segment items (2)

499.6 481.9 512.9 499.6

Segment EBITDA 144.0 76.7 220.7 113.8 87.5 201.3

Reconciliation of segment EBITDA

Corporate expenses ( 15.4 ) ( 19.4 )

Closed operations and other income (expenses) 2.4 0.7

Depreciation & amortization ( 41.6 ) ( 37.9 )

Interest expense, net ( 25.4 ) ( 28.4 )

Restructuring and other charges ( 7.4 ) ( 5.4 )

Loss on sales of businesses, net — —

Income before taxes $ 133.3 $ 110.9

Year-to-date period ended

June 29, 2025 Year-to-date period ended

June 30, 2024

HPMC AA&S Total HPMC AA&S Total

Sales to external customers $ 1,192.9 $ 1,091.9 $ 2,284.8 $ 1,091.9 $ 1,046.3 $ 2,138.2

Intersegment sales 113.2 104.3 217.5 123.8 119.0 242.8

Total sales 1,306.1 1,196.2 2,502.3 1,215.7 1,165.3 2,381.0

Reconciliation of sales

Elimination of intersegment sales ( 217.5 ) ( 242.8 )

Total consolidated sales $ 2,284.8 $ 2,138.2

Allocated corporate overhead 34.3 36.0 32.5 32.4

Other segment items (2)

7 unchanged sentences

Restructuring and other charges ( 13.0 ) ( 8.5 )

Loss on sales of business, net ( 3.7 ) —

Loss on sales of businesses, net ( 3.7 ) —

Income before taxes $ 254.8 $ 196.2

2 unchanged sentences

Intersegment expenses are included within the amounts shown.

(2) The increase in corporate overhead costs over the time periods presented represent the consolidation and centralization of certain functions, including information technology, human resources and talent acquisition, payroll and accounts payable, into the Company’s corporate shared services function.

Such amounts are subject to change from year to year as allocation methodologies are revised to match the nature of these corporate costs.

(2) Other segment items for each reportable segment include:

1 unchanged sentence

General & administrative expenses consist of non-manufacturing payroll and benefits, office expenses, professional service and legal expenses, occupancy expenses including rent and lease expense, and travel expense.

Total international sales for the quarters ended March 30, 2025 and March 31, 2024 were $ 500.6 million and $ 471.3 million, respectively.

Total international sales for the second quarter and year-to-date periods ended June 29, 2025 were $ 490.0 million and $ 990.6 million, respectively, and $ 456.8 million and $ 928.1 million for the second quarter and year-to-date period ended June 30, 2024, respectively.

Of these amounts, sales by operations in the U.S.

to customers in other countries for the quarters ended March 30, 2025 and March 31, 2024 were $ 414.9 million and $ 361.3 million, respectively.

Restructuring and other charges of $ 5.6 million for the quarter ended March 30, 2025 include $ 4.0 million of start-up and transaction related costs, which are included within cost of sales on the consolidated statements of operations and $ 1.6 million of losses on the sale of accounts receivables .

Restructuring and other charges of $ 3.1 million for the quarter ended March 31, 2024 include $ 2.9 million of start-up costs, which are included within cost of sales on the consolidated statements of operations, and $ 0.2 million of restructuring charges (see Note 6).

to customers in other countries for the second quarter and year-to-date period ended June 29, 2025 were $ 393.4 million and $ 808.3 million, respectively, and $ 355.3 million and $ 716.6 million for the second quarter and year-to-date period ended June 30, 2024, respectively.

Restructuring and other charges of $ 7.4 million for the quarter ended June 29, 2025 include $ 7.1 million of start-up and transaction related costs, which are included within cost of sales on the consolidated statements of operations and $ 1.6 million of losses on the sale of accounts receivable, which are included within selling and administrative expenses on the consolidated statements of operations.

These charges were partially offset by credits of $ 1.3 million due to a reduction in severance-related reserves for a previous restructuring in the AA&S segment (see Note 7).

Restructuring and other charges of $ 13.0 million for the year-to-date period ended June 29, 2025 include $ 11.1 million of start-up and transaction related costs, which are included within cost of sales on the consolidated statements of operations and $ 3.2 million of losses on the sale of accounts receivable, which are included within selling and administrative expenses on the consolidated statements of operations.

These charges were partially offset by credits of $ 1.3 million due to a reduction in severance-related reserves for a previous restructuring in the AA&S segment (see Note 7).

Restructuring and other charges of $ 5.4 million for the quarter ended June 30, 2024 include $ 5.5 million of inventory write-downs related to the Company’s European restructuring and $ 1.8 million of start-up costs, both of which are included within cost of sales on the consolidated statements of operations.

These charges were partially offset by credits of $ 1.9 million primarily due to a reduction in severance-related reserves (see Note 7).

Restructuring and other charges of $ 8.5 million for the year-to-date period ended June 30, 2024 include $ 5.5 million of inventory write-downs related to the Company’s European

restructuring and $ 4.7 million of start-up costs, both of which are included within cost of sales on the consolidated statements of operations.

These charges were partially offset by credits of $ 1.7 million primarily due to a reduction in severance-related reserves (see Note 7).

Certain additional information regarding the Company’s business segments is presented below:

Quarter ended

(In millions) March 30, 2025 March 31, 2024

Quarter ended Year-to-date period ended

(In millions) June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Depreciation and amortization:

9 unchanged sentences

Identifiable assets:

March 30, 2025 December 29, 2024

June 29, 2025 December 29, 2024

High Performance Materials & Components $ 2,368.3 $ 2,225.9

3 unchanged sentences

Total assets $ 5,021.0 $ 5,230.6

($ in millions) March 30, 2025 Percent

($ in millions) June 29, 2025 Percent

of total December 29, 2024 Percent

6 unchanged sentences

The Company has defined contribution retirement plans or defined benefit pension plans covering substantially all employees.

Company contributions to defined contribution retirement plans are generally based on a percentage of eligible pay or based on hours worked.

Company contributions to defined contribution retirement plans are generally based on either a percentage of eligible pay or on hours worked.

Benefits under the defined benefit pension plans are generally based on years of service and/or final average pay.

5 unchanged sentences

All defined benefit pension and retiree health care plans are closed to new entrants.

For the quarters ended March 30, 2025 and March 31, 2024, the components of pension and other postretirement benefit expense for the Company’s defined benefit plans included the following (in millions):

For the quarters ended June 29, 2025 and June 30, 2024, the components of pension and other postretirement benefit expense for the Company’s defined benefit plans included the following (in millions):

Pension Benefits Other Postretirement Benefits

Quarter ended Quarter ended

March 30, 2025 March 31, 2024 March 30, 2025 March 31, 2024

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Service cost - benefits earned during the year $ 1.4 $ 1.4 $ 0.1 $ 0.1

4 unchanged sentences

Total retirement benefit expense $ 1.9 $ 1.4 $ 3.7 $ 3.8

The Company’s effective tax rate was 17.3 %, resulting in an income tax provision of $ 21.0 million for the quarter ended March 30, 2025.

The Company’s effective tax rate was 19.8 %, resulting in an income tax provision of $ 16.9 million for the quarter ended March 31, 2024.

The effective tax rate for the quarterly periods ended March 30, 2025 and March 31, 2024 included discrete tax benefits of $ 5.1 million and $ 3.0 million, respectively, primarily for share-based compensation.

Excluding discrete tax benefits, the Company’s operating tax rates for the quarters ended March 30, 2025 and March 31, 2024 were 21.5 % and 23.3 %, respectively.

For the year-to-date periods ended June 29, 2025 and June 30, 2024, the components of pension and other postretirement benefit expense for the Company’s defined benefit plans included the following (in millions):

Pension Benefits Other Postretirement Benefits

Year-to-date period ended Year-to-date period ended

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Service cost - benefits earned during the year $ 2.7 $ 2.9 $ 0.2 $ 0.2

Interest cost on benefits earned in prior years 8.6 8.2 4.9 5.1

Expected return on plan assets ( 7.9 ) ( 8.2 ) — —

Amortization of prior service cost (credit) 0.2 0.1 ( 0.4 ) ( 0.4 )

Amortization of net actuarial loss — — 2.6 2.6

Total retirement benefit expense $ 3.6 $ 3.0 $ 7.3 $ 7.5

For the quarter and year-to-date period ended June 29, 2025, the Company’s effective tax rate was 22.0 % and 19.7 %, respectively, resulting in an income tax provision of $ 29.3 million and $ 50.3 million, respectively.

For the quarter and year-to-date periods ended June 30, 2024, the Company’s effective tax rate was 22.8 % and 21.5 %, respectively, resulting in an income tax provision of $ 25.3 million and $ 42.2 million, respectively.

The effective tax rate for the quarter ended June 29, 2025 included discrete tax expense of $ 0.6 million and the effective tax rate for the year-to-date period ended June 29, 2025 included discrete tax benefits of $ 4.5 million, primarily for share-based compensation.

Excluding discrete tax impacts, the Company’s effective tax rate for the quarter and year-to-date period ended June 29, 2025 was 21.5 %.

The effective tax rate for the quarter and year-to-date period ended June 30, 2024 included discrete tax benefits of $ 1.6 million and $ 4.7 million, respectively.

Excluding discrete tax benefits, the Company’s effective tax rate for the quarter and year-to-date period ended June 30, 2024 was 24.2 % and 23.9 %, respectively.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, which includes permanent extensions of most expiring Tax Cuts and Jobs Act provisions and international tax changes.

Pursuant to ASC 740, Income Taxes, the effects of changes in tax law are recognized in the period of enactment.

The Company is still evaluating the potential impacts of the OBBBA;

however, the Company does not anticipate it will have a material impact on the Company’s financial statements.

Per Share Information

The following table sets forth the computation of basic and diluted income per common share:

(In millions, except per share amounts) Quarter ended

March 30, 2025 March 31, 2024

(In millions, except per share amounts) Quarter ended Year-to-date period ended

June 29, 2025 June 30, 2024 June 29, 2025 June 30, 2024

Numerator for basic income per common share –

8 unchanged sentences

3.5 % Convertible Senior Notes due 2025

— 18.8 — 18.8

Denominator for diluted net income per common share – adjusted weighted average shares and assumed conversions 143.1 146.3 143.7 146.9

2 unchanged sentences

Common stock that would be issuable upon the assumed conversion of the 2025 Convertible Notes, prior to their redemption during the third quarter of 2024, and other option equivalents and contingently issuable shares are excluded from the computation of contingently issuable shares, and therefore, from the denominator for diluted earnings per share, if the effect of inclusion is anti-dilutive.

There were no anti-dilutive shares for the quarters ended March 30, 2025 and March 31, 2024.

There were no anti-dilutive shares for the quarters and year-to-date periods ended June 29, 2025 and June 30, 2024.

Periodically, the Company’s Board of Directors authorizes the repurchase of ATI common stock (the “Share Repurchase Program”), most recently authorizing the repurchase of up to $ 700 million, as announced in September 2024.

1 unchanged sentence

Open market repurchases are structured to occur within the pricing and volume requirements of SEC Rule 10b-18.

In the quarter ended March 30, 2025, ATI used $ 70.0 million to repurchase 1.2 million of its common stock under the Share Repurchase Program.

At March 30, 2025, the Company has utilized $ 180 million of the $ 700 million currently authorized under the Share Repurchase Program.

In the quarter ended March 31, 2024, ATI used $ 150.0 million to repurchase 3.4 million shares of its common stock under the Share Repurchase Program.

The Company’s share repurchases are subject to a 1% excise tax as a result of the Inflation Reduction Act of 2022.

In the quarter and year-to-date period ended June 29, 2025, ATI used $ 250.0 million and $ 320.0 million, respectively, to repurchase 3.2 million and 4.4 million, respectively, of its common stock under the Share Repurchase Program.

At June 29, 2025, the Company has utilized $ 430 million of the $ 700 million currently authorized under the Share Repurchase Program.

In the year-to-date period ended June 30, 2024, ATI used $ 150.0 million to repurchase 3.4 million shares of its common stock under the Share Repurchase Program.

The Company’s share repurchases are subject to a 1% excise tax due to the Inflation Reduction Act of 2022.

Excise taxes incurred on share repurchases represent direct costs of the repurchase and are recorded as part of the cost basis of the shares within treasury stock.

The cost of share repurchases for the quarters ended March 30, 2025 and March 31, 2024 of $ 70.2 million and $ 151.2 million, respectively, differs from the repurchases of common stock amounts in the consolidated statements of cash flows due to these excise taxes.

The cost of share repurchases for the quarter and year-to-date period ended June 29, 2025 of $ 252.6 million and $ 322.8 million, respectively, differs from the repurchases of common stock amounts in the consolidated statements of cash flows due to these excise taxes.

The cost of share repurchases for the year-to-date period ended June 30, 2024 of $ 151.2 million differs from the repurchases of common stock amounts in the consolidated statements of cash flows due to these excise taxes.

Accumulated Other Comprehensive Income (Loss)

The changes in AOCI by component, net of tax, for the quarter ended March 30, 2025 were as follows (in millions):

The changes in AOCI by component, net of tax, for the quarter ended June 29, 2025 were as follows (in millions):

benefit plans Currency

1 unchanged sentence

Attributable to ATI:

Balance, March 30, 2025 $ ( 29.6 ) $ ( 68.5 ) $ 3.2 $ 23.3 $ ( 71.6 )

OCI before reclassifications — 16.5 ( 3.4 ) — 13.1

Amounts reclassified from AOCI (a) 0.8 (c) — (d) 1.2 (e) — 2.0

Net current-period OCI 0.8 16.5 ( 2.2 ) — 15.1

Balance, June 29, 2025 $ ( 28.8 ) $ ( 52.0 ) $ 1.0 $ 23.3 $ ( 56.5 )

Attributable to noncontrolling interests:

Balance, March 30, 2025 $ — $ 6.9 $ — $ — $ 6.9

OCI before reclassifications — 1.8 — — 1.8

Amounts reclassified from AOCI — (c) — — — —

Net current-period OCI — 1.8 — — 1.8

Balance, June 29, 2025 $ — $ 8.7 $ — $ — $ 8.7

The changes in AOCI by component, net of tax, for the year-to-date period ended June 29, 2025 were as follows (in millions):

benefit plans Currency

adjustment Derivatives Deferred Tax Asset Valuation Allowance Total

Attributable to ATI:

Balance, December 29, 2024 $ ( 30.5 ) $ ( 79.8 ) $ ( 2.5 ) $ 23.3 $ ( 89.5 )

2 unchanged sentences

Net current-period OCI 1.7 27.8 3.5 — 33.0

Balance, March 30, 2025 $ ( 29.6 ) $ ( 68.5 ) $ 3.2 $ 23.3 $ ( 71.6 )

Balance, June 29, 2025 $ ( 28.8 ) $ ( 52.0 ) $ 1.0 $ 23.3 $ ( 56.5 )

Attributable to noncontrolling interests:

3 unchanged sentences

Net current-period OCI — 3.0 — — 3.0

Balance, March 30, 2025 $ — $ 6.9 $ — $ — $ 6.9

Balance, June 29, 2025 $ — $ 8.7 $ — $ — $ 8.7

(a) Amounts were included in net periodic benefit cost for pension and other postretirement benefit plans (see Note 12).

3 unchanged sentences

(e) Represents the net change in deferred tax asset valuation allowances on changes in AOCI balances between the balance sheet dates.

The changes in AOCI by component, net of tax, for the quarter ended March 31, 2024 were as follows (in millions):

The changes in AOCI by component, net of tax, for the quarter ended June 30, 2024 were as follows (in millions):

benefit plans Currency

1 unchanged sentence

Attributable to ATI:

Balance, December 31, 2023 $ ( 32.5 ) $ ( 68.4 ) $ ( 6.4 ) $ 24.1 $ ( 83.2 )

Balance, March 31, 2024 $ ( 31.6 ) $ ( 74.8 ) $ ( 6.5 ) $ 24.1 $ ( 88.8 )

OCI before reclassifications — ( 3.1 ) ( 0.4 ) — ( 3.5 )

1 unchanged sentence

Net current-period OCI 0.9 ( 3.1 ) 1.6 ( 0.8 ) ( 1.4 )

Balance, June 30, 2024 $ ( 30.7 ) $ ( 77.9 ) $ ( 4.9 ) $ 23.3 $ ( 90.2 )

Attributable to noncontrolling interests:

Balance, March 31, 2024 $ — $ 7.1 $ — $ — $ 7.1

OCI before reclassifications — ( 0.6 ) — — ( 0.6 )

Amounts reclassified from AOCI — (b) — — — —

Net current-period OCI — ( 0.6 ) — — $ ( 0.6 )

Balance, June 30, 2024 $ — $ 6.5 $ — $ — $ 6.5

The changes in AOCI by component, net of tax, for the year-to-date period ended June 30, 2024 were as follows (in millions):

benefit plans Currency

adjustment Derivatives Deferred Tax Asset Valuation Allowance Total

Attributable to ATI:

Balance, December 31, 2023 $ ( 32.5 ) $ ( 68.4 ) $ ( 6.4 ) $ 24.1 $ ( 83.2 )

OCI before reclassifications — ( 9.5 ) ( 1.8 ) — ( 11.3 )

Amounts reclassified from AOCI (a) 1.8 (b) — (c) 3.3 (d) ( 0.8 ) 4.3

Net current-period OCI 1.8 ( 9.5 ) 1.5 ( 0.8 ) ( 7.0 )

Balance, June 30, 2024 $ ( 30.7 ) $ ( 77.9 ) $ ( 4.9 ) $ 23.3 $ ( 90.2 )

Attributable to noncontrolling interests:

3 unchanged sentences

Net current-period OCI — ( 0.8 ) — — $ ( 0.8 )

Balance, March 31, 2024 $ — $ 7.1 $ — $ — $ 7.1

Balance, June 30, 2024 $ — $ 6.5 $ — $ — $ 6.5

(a) Amounts were included in net periodic benefit cost for pension and other postretirement benefit plans (see Note 12).

2 unchanged sentences

(d) Represents the net change in deferred tax asset valuation allowances on changes in AOCI balances between the balance sheet dates.

The income tax provision for the quarter and year-to-date period ended June 30,2024 includes $ 0.8 million of a tax benefit for the recognition of a stranded deferred tax valuation allowance that was associated with the Company’s interest rate swap due to its maturity.

Other comprehensive income (loss) amounts (OCI) reported above by category are net of applicable income tax expense (benefit) for each period presented.

3 unchanged sentences

subsidiaries.

Reclassifications out of AOCI for the quarters ended March 30, 2025 and March 31, 2024 were as follows:

Reclassifications out of AOCI for the quarters and year-to-date periods ended June 29, 2025 and June 30, 2024 were as follows:

Details about AOCI Components

(In millions)

Three months ended March 30, 2025 Three months ended March 31, 2024 Affected line item in the statements

Three months ended June 29, 2025 Three months ended June 30, 2024 Year-to-date period ended June 29, 2025 Year-to-date period ended June 30, 2024 Affected line item in the statements

of operations

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The Company adjusts its accruals to reflect new information as appropriate.

Future adjustments could have a material adverse effect on the Company’s

consolidated results of operations in a given period, but the Company cannot reliably predict the amounts of such future adjustments.

At March 30, 2025, the Company’s reserves for environmental remediation obligations totaled approximately $ 15 million, of which $ 6 million was included in other current liabilities.

The reserve includes estimated probable future costs of $ 3 million for federal Superfund and comparable state-managed sites;

Future adjustments could have a material adverse effect on the Company’s consolidated results of operations in a given period, but the Company cannot reliably predict the amounts of such future adjustments.

At June 29, 2025, the Company’s reserves for environmental remediation obligations totaled approximately $ 15 million, of which $ 6 million was included in other current liabilities.

The reserve includes estimated probable future costs of $ 3 million

for federal Superfund and comparable state-managed sites;

$ 6 million for formerly owned or operated sites for which the Company has remediation or indemnification obligations;

and $ 6 million for owned or controlled sites at which Company operations have been or plan to be discontinued.

$ 5 million for owned or controlled sites at which Company operations have been or plan to be discontinued;

and $ 1 million for sites utilized by the Company in its ongoing operations.

The timing of expenditures depends on a number of factors that vary by site.

8 unchanged sentences

Due to the complex nature of the employee retention credit computations, the Company deferred recognition of a portion of the tax credits pending the completion of any potential audit or examination, or the expiration of the related statute of limitations.

As of March 30, 2025, the Company has approximately $ 11.5 million of remaining deferred retention tax credits, of which the statute of limitations expires for $ 7.0 million in the second quarter of 2025, with the remaining expirations occurring in 2027.

During the year-to-date period ended June 29, 2025, the Company recognized a benefit of approximately $ 7 million in cost of sales on the consolidated statement of operations due to the expiration of the statute of limitations for a portion of these credits.

As of June 29, 2025, The Company has approximately $ 5 million of remaining deferred retention tax credits, of which the statute of limitations expires in 2028.

In August 2024, the Company received notice that it and certain of its affiliates are parties to two lawsuits captioned (1) William L.

13 unchanged sentences

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-Q

Item 1. Financial Statements