ATI INC 10-Q

Item 1. Financial Statements ATI Inc. and Subsidiaries Consolidated Balance Sheets (In millions, except share and per share amounts) (Current period unaudited) September 28, 2025 December 29, 2024 ASSETS Current Assets: Cash and cash equivalents $ 372.2 $ 721.2 Accounts receivable, net 709.9 709.2 Short-term contract assets 94.3 75.6 Inventories, net 1,405.6 1,353.0 Prepaid expenses and other current assets 77.8 86.0 Total Current Assets 2,659.8 2,945.0 Property, plant and equipment, net 1,853.2 1,776.9 Goodwill 225.2 227.2 Other assets 264.5 281.5 Total Assets $ 5,002.7 $ 5,230.6 LIABILITIES AND EQUITY Current Liabilities: Accounts payable $ 493.5 $ 609.1 Short-term contract liabilities 159.2 169.4 Short-term debt and current portion of long-term debt 191.7 180.4 Other current liabilities 218.7 249.6 Total Current Liabilities 1,063.1 1,208.5 Long-term debt 1,715.2 1,714.9 Accrued postretirement benefits 153.6 164.3 Pension liabilities 35.1 37.2 Other long-term liabilities 209.9 150.5 Total Liabilities 3,176.9 3,275.4 Equity: ATI Stockholders’ Equity: Preferred stock, par value $ 0.10 : authorized- 50,000,000 shares; issued- none — — Common stock, par value $ 0.10 : authorized- 500,000,000 shares; issued- 142,871,688 shares at September 28, 2025 and 142,871,688 shares at December 29, 2024; outstanding- 135,863,661 shares at September 28, 2025 and 141,387,049 shares at December 29, 2024 14.3 14.3 Additional paid-in capital 1,886.8 1,943.9 Retained earnings 372.2 64.3 Treasury stock: 7,008,027 shares at September 28, 2025 and 1,484,639 shares at December 29, 2024 ( 507.4 ) ( 82.6 ) Accumulated other comprehensive loss, net of tax ( 58.9 ) ( 89.5 ) Total ATI stockholders’ equity 1,707.0 1,850.4 Noncontrolling interests 118.8 104.8 Total Equity 1,825.8 1,955.2 Total Liabilities and Equity $ 5,002.7 $ 5,230.6 The accompanying notes are an integral part of these statements. 1 ATI Inc. and Subsidiaries Consolidated Statements of Operations (In millions, except per share amounts) (Unaudited) Quarter ended Year-to-date period ended September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Sales $ 1,125.5 $ 1,051.2 $ 3,410.3 $ 3,189.4 Cost of sales 870.2 826.4 2,676.7 2,539.8 Gross profit 255.3 224.8 733.6 649.6 Selling and administrative expenses 94.6 82.4 262.4 253.3 Restructuring (credits) charges ( 0.4 ) 0.5 ( 1.7 ) ( 1.2 ) (Gain) loss on asset sales and sales of businesses, net ( 1.3 ) ( 0.3 ) 2.6 ( 2.5 ) Operating income 162.4 142.2 470.3 400.0 Nonoperating retirement benefit expense ( 3.9 ) ( 3.7 ) ( 11.9 ) ( 11.1 ) Interest expense, net ( 26.1 ) ( 28.0 ) ( 74.5 ) ( 83.0 ) Other income, net 12.2 4.4 15.5 5.2 Income before income taxes 144.6 114.9 399.4 311.1 Income tax provision 31.0 28.3 81.3 70.5 Net income 113.6 86.6 318.1 240.6 Less: Net income attributable to noncontrolling interests 3.6 3.9 10.4 9.9 Net income attributable to ATI $ 110.0 $ 82.7 $ 307.7 $ 230.7 Basic net income attributable to ATI per common share $ 0.80 $ 0.64 $ 2.21 $ 1.82 Diluted net income attributable to ATI per common share $ 0.78 $ 0.57 $ 2.16 $ 1.61 The accompanying notes are an integral part of these statements. 2 ATI Inc. and Subsidiaries Consolidated Statements of Comprehensive Income (Loss) (In millions) (Unaudited) Quarter ended Year-to-date period ended September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Net income $ 113.6 $ 86.6 $ 318.1 $ 240.6 Currency translation adjustment Unrealized net change arising during the period ( 1.6 ) 17.4 24.1 7.1 Reclassification adjustment included in net income — — 5.1 — Total ( 1.6 ) 17.4 29.2 7.1 Derivatives Net derivatives loss on hedge transactions ( 3.3 ) ( 1.9 ) ( 1.3 ) ( 4.3 ) Reclassification to net income of net realized loss 1.8 3.7 4.4 8.0 Income taxes on derivative transactions ( 0.4 ) 0.5 0.7 1.7 Total ( 1.1 ) 1.3 2.4 2.0 Postretirement benefit plans Actuarial loss Amortization of net actuarial loss 1.2 1.3 3.8 3.9 Prior service cost Amortization to net income of net prior service credits ( 0.2 ) ( 0.1 ) ( 0.4 ) ( 0.4 ) Income taxes on postretirement benefit plans 0.1 0.3 0.8 0.8 Total 0.9 0.9 2.6 2.7 Other comprehensive income (loss), net of tax ( 1.8 ) 19.6 34.2 11.8 Comprehensive income 111.8 106.2 352.3 252.4 Less: Comprehensive income attributable to noncontrolling interests 4.2 7.9 14.0 13.1 Comprehensive income attributable to ATI $ 107.6 $ 98.3 $ 338.3 $ 239.3 The accompanying notes are an integral part of these statements. 3 ATI Inc. and Subsidiaries Consolidated Statements of Cash Flows (In millions) (Unaudited) Year-to-date period ended September 28, 2025 September 29, 2024 Operating Activities: Net income $ 318.1 $ 240.6 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 125.0 112.4 Share-based compensation 22.3 26.6 Deferred taxes 36.5 56.5 Net gain from disposal of property, plant and equipment ( 10.6 ) ( 6.0 ) Net loss on sales of businesses 2.6 — Changes in operating assets and liabilities: Inventories ( 57.5 ) ( 198.4 ) Accounts receivable 1.7 ( 111.3 ) Accounts payable ( 94.4 ) 20.2 Retirement benefits ( 6.0 ) ( 7.9 ) Accrued liabilities and other ( 39.2 ) ( 106.4 ) Cash provided by operating activities 298.5 26.3 Investing Activities: Purchases of property, plant and equipment ( 187.9 ) ( 191.8 ) Proceeds from disposal of property, plant and equipment 10.9 10.6 Proceeds from sales of businesses, net of transaction costs 21.2 — Other 6.8 3.0 Cash used in investing activities ( 149.0 ) ( 178.2 ) Financing Activities: Payments on long-term debt and finance leases ( 24.2 ) ( 21.9 ) Net borrowings (payments) under credit facilities 11.3 ( 5.1 ) Receipt of convertible note capped call — 76.1 Purchase of treasury stock ( 470.0 ) ( 190.0 ) Shares repurchased for income tax withholding on share-based compensation and other ( 29.7 ) ( 25.3 ) Cash used in financing activities ( 512.6 ) ( 166.2 ) Effect of exchange rate changes on cash and cash equivalents 14.1 — Less: Cash held for sale — ( 19.2 ) Decrease in cash and cash equivalents ( 349.0 ) ( 337.3 ) Cash and cash equivalents at beginning of period 721.2 743.9 Cash and cash equivalents at end of period $ 372.2 $ 406.6 The accompanying notes are an integral part of these statements. 4 ATI Inc. and Subsidiaries Statements of Changes in Consolidated Equity (In millions) (Unaudited) ATI Stockholders Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Non- controlling Interests Total Equity Balance, June 30, 2024 $ 13.4 $ 1,712.9 $ 78.4 $ ( 359.3 ) $ ( 90.2 ) $ 112.7 $ 1,467.9 Net income — — 82.7 — — 3.9 86.6 Other comprehensive income — — — — 15.6 4.0 19.6 Conversion of convertible notes 0.9 140.1 ( 233.9 ) 384.6 — — 291.7 Convertible note capped call — 76.1 — — — — 76.1 Purchase of treasury stock — — — ( 38.8 ) — — ( 38.8 ) Employee stock plans — 8.7 — 0.2 — — 8.9 Balance, September 29, 2024 $ 14.3 $ 1,937.8 $ ( 72.8 ) $ ( 13.3 ) $ ( 74.6 ) $ 120.6 $ 1,912.0 Balance, June 29, 2025 $ 14.3 $ 1,879.5 $ 262.2 $ ( 356.1 ) $ ( 56.5 ) $ 114.6 $ 1,858.0 Net income — — 110.0 — — 3.6 113.6 Other comprehensive income (loss) — — — — ( 2.4 ) 0.6 ( 1.8 ) Purchase of treasury stock — — — ( 151.5 ) — — ( 151.5 ) Employee stock plans — 7.3 — 0.2 — — 7.5 Balance, September 28, 2025 $ 14.3 $ 1,886.8 $ 372.2 $ ( 507.4 ) $ ( 58.9 ) $ 118.8 $ 1,825.8 ATI Stockholders Common Stock Additional Paid-In Capital Retained Earnings Treasury Stock Accumulated Other Comprehensive Income (Loss) Non- controlling Interests Total Equity Balance, December 31, 2023 $ 13.2 $ 1,697.1 $ ( 70.1 ) $ ( 184.0 ) $ ( 83.2 ) $ 107.5 $ 1,480.5 Net income — — 230.7 — — 9.9 240.6 Other comprehensive income — — — — 8.6 3.2 11.8 Conversion of convertible notes 0.9 140.1 ( 233.9 ) 384.6 — — 291.7 Convertible note capped call — 76.1 — — — — 76.1 Purchase of treasury stock — — — ( 190.0 ) — — ( 190.0 ) Employee stock plans 0.2 24.5 0.5 ( 23.9 ) — — 1.3 Balance, September 29, 2024 $ 14.3 $ 1,937.8 $ ( 72.8 ) $ ( 13.3 ) $ ( 74.6 ) $ 120.6 $ 1,912.0 Balance, December 29, 2024 $ 14.3 $ 1,943.9 $ 64.3 $ ( 82.6 ) $ ( 89.5 ) $ 104.8 $ 1,955.2 Net income — — 307.7 — — 10.4 318.1 Other comprehensive income — — — — 30.6 3.6 34.2 Purchase of treasury stock — — — ( 474.3 ) — — ( 474.3 ) Employee stock plans — ( 57.1 ) 0.2 49.5 — — ( 7.4 ) Balance, September 28, 2025 $ 14.3 $ 1,886.8 $ 372.2 $ ( 507.4 ) $ ( 58.9 ) $ 118.8 $ 1,825.8 The accompanying notes are an integral part of these statements. 5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Unaudited Note 1. Accounting Policies The interim consolidated financial statements include the accounts of ATI Inc. and its subsidiaries. Unless the context requires otherwise, “ATI” and “the Company” refer to ATI Inc. and its subsidiaries. The Company follows a 4-4-5 or 5-4-4 fiscal calendar, whereby each fiscal quarter consists of thirteen weeks grouped into two four-week months and one five-week month, and its fiscal year ends on the Sunday closest to December 31. Unless otherwise stated, references to years and quarters in this Quarterly Report on Form 10-Q relate to fiscal years and quarters, rather than calendar years and quarters. These unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and note disclosures required by U.S. generally accepted accounting principles for complete financial statements. In management’s opinion, all adjustments (which include only normal recurring adjustments) considered necessary for a fair presentation have been included. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2024 Annual Report on Form 10-K. The results of operations for these interim periods are not necessarily indicative of the operating results for any future period. The December 29, 2024 financial information has been derived from the Company’s audited consolidated financial statements. New Accounting Pronouncements Adopted In November 2023, the Financial Accounting Standards Board (FASB) issued new accounting guidance related to segment reporting disclosures. This guidance requires additional disclosures on an annual and interim basis of segment information, including significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and the presentation and composition of other segment items, which is the difference between segment revenue less segment expenses and the measure of segment profit or loss. The guidance also requires that all current segment disclosures required on an annual basis be provided on an interim basis and requires disclosure of the title and position of the CODM and how the CODM uses the reported measure of segment profit or loss in assessing performance and allocating resources. This guidance does not change how an entity identifies its reportable segments. This new guidance, with the exception of interim disclosures, was effective for the Company in fiscal year 2024, and the Company adopted this new accounting guidance for annual disclosures effective January 1, 2024. The interim disclosures are effective for the Company in fiscal year 2025. The adoption of these changes did not have an impact on the Company’s consolidated financial statements other than disclosure requirements which are included in Note 11. Pending Accounting Pronouncements In December 2023, the FASB issued new accounting guidance related to income tax disclosures. This guidance requires an entity to disclose specific categories in its annual rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. This guidance also requires additional annual disclosures for income taxes paid and requires disaggregation of income before tax, between domestic and foreign, and income tax expense, between federal, state and foreign. This guidance also eliminates several current disclosure requirements related to: (1) the nature and estimate of the range of the reasonably possible change in the unrecognized tax benefits balance in the next 12 months, (2) making a statement that an estimate of the range cannot be made, and (3) disclosing the cumulative amount of each type of temporary difference when a deferred tax liability is not recognized because of the exceptions to comprehensive recognition of deferred taxes related to subsidiaries and corporate joint ventures. This new guidance includes annual disclosure requirements that will be effective for the Company for fiscal year 2025 and must be applied on a prospective basis with retrospective application permitted. The Company does not expect these changes to have an impact on the Company’s consolidated financial statements other than disclosure requirements. In November 2024, the FASB issued new accounting guidance related to expense disaggregation disclosures. This guidance requires entities to disclose specified information about certain costs and expenses including (1) the amounts of purchases of inventory, employee compensation, depreciation, and intangible asset amortization, (2) include certain amounts that are already required to be disclosed under current generally accepted accounting principles in the same disclosure as the other disaggregation requirements, (3) a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and (4) the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. This new guidance for annual disclosures will be effective for the Company for fiscal year 2027 6 and for interim disclosures will be effective for the Company for fiscal year 2028. The guidance can be applied prospectively or retrospectively and early adoption is permitted. The Company does not expect to early adopt this guidance and does not expect these changes to have an impact on the Company’s consolidated financial statements other than disclosure requirements. Note 2. Revenue from Contracts with Customers Disaggregation of Revenue The Company operates in two business segments: High Performance Materials & Components (HPMC) and Advanced Alloys & Solutions (AA&S). 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 September 28, 2025 and September 29, 2024 is included in the following tables. (in millions) Quarter ended September 28, 2025 September 29, 2024 HPMC AA&S Total HPMC AA&S Total Diversified Global Markets: Aerospace & Defense: Jet Engines- Commercial $ 399.3 $ 34.3 $ 433.6 $ 341.9 $ 24.0 $ 365.9 Airframes- Commercial 71.0 126.7 197.7 84.1 96.7 180.8 Defense 83.8 77.6 161.4 48.9 58.2 107.1 Total Aerospace & Defense 554.1 238.6 792.7 474.9 178.9 653.8 Specialty Energy 19.4 34.5 53.9 26.3 43.6 69.9 Electronics — 48.4 48.4 — 49.1 49.1 Medical 11.8 19.1 30.9 28.6 24.5 53.1 Other Core Markets 31.2 102.0 133.2 54.9 117.2 172.1 Core End Markets 585.3 340.6 925.9 529.8 296.1 825.9 Automotive 1.7 59.6 61.3 4.6 59.2 63.8 Conventional Energy 1.1 55.7 56.8 2.4 70.2 72.6 Construction/Mining 5.3 31.5 36.8 4.9 36.9 41.8 Other 9.5 35.2 44.7 10.7 36.4 47.1 Industrial Markets 17.6 182.0 199.6 22.6 202.7 225.3 Total $ 602.9 $ 522.6 $ 1,125.5 $ 552.4 $ 498.8 $ 1,051.2 7 (in millions) Year-to-date period ended September 28, 2025 September 29, 2024 HPMC AA&S Total HPMC AA&S Total Diversified Global Markets: Aerospace & Defense: Jet Engines- Commercial $ 1,216.2 $ 86.6 $ 1,302.8 $ 970.6 $ 59.3 $ 1,029.9 Airframes- Commercial 230.1 368.6 598.7 263.5 318.2 581.7 Defense 204.0 203.4 407.4 160.9 180.9 341.8 Total Aerospace & Defense 1,650.3 658.6 2,308.9 1,395.0 558.4 1,953.4 Specialty Energy 46.5 121.4 167.9 67.0 135.6 202.6 Electronics — 131.7 131.7 3.0 139.8 142.8 Medical 43.0 69.2 112.2 97.5 76.4 173.9 Other Core Markets 89.5 322.3 411.8 167.5 351.8 519.3 Core End Markets 1,739.8 980.9 2,720.7 1,562.5 910.2 2,472.7 Conventional Energy 4.2 267.3 271.5 8.3 232.9 241.2 Automotive 5.9 180.8 186.7 13.4 177.2 190.6 Construction/Mining 20.5 82.5 103.0 19.9 93.3 113.2 Other 25.4 103.0 128.4 40.2 131.5 171.7 Industrial Markets 56.0 633.6 689.6 81.8 634.9 716.7 Total $ 1,795.8 $ 1,614.5 $ 3,410.3 $ 1,644.3 $ 1,545.1 $ 3,189.4 (in millions) Quarter ended September 28, 2025 September 29, 2024 HPMC AA&S Total HPMC AA&S Total Primary Geographical Market: United States $ 337.7 $ 342.6 $ 680.3 $ 285.8 $ 339.8 $ 625.6 Europe 177.4 71.5 248.9 201.4 41.6 243.0 Asia 40.1 84.5 124.6 30.3 93.0 123.3 Canada 22.3 17.0 39.3 16.4 15.0 31.4 South America, Middle East and other 25.4 7.0 32.4 18.5 9.4 27.9 Total $ 602.9 $ 522.6 $ 1,125.5 $ 552.4 $ 498.8 $ 1,051.2 (in millions) Year-to-date period ended September 28, 2025 September 29, 2024 HPMC AA&S Total HPMC AA&S Total Primary Geographical Market: United States $ 1,004.4 $ 970.1 $ 1,974.5 $ 797.9 $ 1,037.8 $ 1,835.7 Europe 537.4 208.0 745.4 636.9 146.5 783.4 Asia 117.2 270.9 388.1 106.5 258.5 365.0 Canada 59.4 59.6 119.0 45.4 39.5 84.9 South America, Middle East and other 77.4 105.9 183.3 57.6 62.8 120.4 Total $ 1,795.8 $ 1,614.5 $ 3,410.3 $ 1,644.3 $ 1,545.1 $ 3,189.4 8 Comparative information regarding the Company’s major products based on their percentages of sales is included in the following table. Hot-Rolling and Processing Facility (HRPF) conversion service sales in the AA&S segment are excluded from this presentation. Quarter ended September 28, 2025 September 29, 2024 HPMC AA&S Total HPMC AA&S Total Diversified Products and Services: Nickel-based alloys and specialty alloys 44 % 45 % 44 % 43 % 50 % 46 % Precision forgings, castings and components 40 % — % 22 % 36 % — % 20 % Titanium and titanium-based alloys 16 % 22 % 19 % 21 % 12 % 17 % Zirconium and related alloys — % 20 % 9 % — % 17 % 8 % Precision rolled strip products — % 13 % 6 % — % 21 % 9 % Total 100 % 100 % 100 % 100 % 100 % 100 % Year-to-date period ended September 28, 2025 September 29, 2024 HPMC AA&S Total HPMC AA&S Total Diversified Products and Services: Nickel-based alloys and specialty alloys 43 % 51 % 47 % 41 % 50 % 45 % Precision forgings, castings and components 39 % — % 21 % 36 % — % 19 % Titanium and titanium-based alloys 18 % 19 % 18 % 23 % 13 % 18 % Zirconium and related alloys — % 19 % 9 % — % 18 % 9 % Precision rolled strip products — % 11 % 5 % — % 19 % 9 % Total 100 % 100 % 100 % 100 % 100 % 100 % The Company maintained a backlog of confirmed orders totaling $ 3.6 billion and $ 3.9 billion at September 28, 2025 and September 29, 2024, respectively. Due to the structure of the Company’s long-term agreements, approximately 70 % of this backlog at September 28, 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 September 28, 2025 and December 29, 2024, accounts receivable from customers were $ 714.6 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 September 28, 2025 and September 29, 2024: (in millions) Accounts Receivable - Reserve for Doubtful Accounts September 28, 2025 September 29, 2024 Balance as of beginning of year $ 15.0 $ 3.2 Expense to increase the reserve 2.1 — Write-offs and recoveries of uncollectible accounts ( 12.4 ) ( 0.6 ) Balance as of period end $ 4.7 $ 2.6 (in millions) Contract Assets Short-term September 28, 2025 September 29, 2024 Balance as of beginning of year $ 75.6 $ 59.1 Recognized in current year 94.8 68.9 Reclassified to accounts receivable ( 76.1 ) ( 37.5 ) Balance as of period end $ 94.3 $ 90.5 9 (in millions) Contract Liabilities Short-term September 28, 2025 September 29, 2024 Balance as of beginning of year $ 169.4 $ 163.6 Recognized in current year 106.0 75.1 Amounts in beginning balance reclassified to revenue ( 84.6 ) ( 67.7 ) Current year amounts reclassified to revenue ( 44.3 ) ( 36.9 ) Other ( 1.0 ) — Reclassification to/from long-term 13.7 12.4 Balance as of period end $ 159.2 $ 146.5 Long-term (a) September 28, 2025 September 29, 2024 Balance as of beginning of year $ 45.3 $ 39.4 Recognized in current year 33.0 10.8 Amounts in beginning balance reclassified to revenue ( 2.2 ) — Other ( 2.7 ) — Reclassification to/from short-term ( 13.7 ) ( 12.4 ) Balance as of period end $ 59.7 $ 37.8 (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 $ 14.2 million and $ 12.0 million as of September 28, 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 September 28, 2025 was $ 0.3 million and $ 1.2 million, respectively. Contract cost amortization expense for the quarter and year-to-date period ended September 29, 2024 was $ 0.2 million and $ 0.8 million, respectively. Note 3. Inventories Inventories at September 28, 2025 and December 29, 2024 were as follows (in millions): September 28, 2025 December 29, 2024 Raw materials and supplies $ 242.1 $ 206.4 Work-in-process 1,151.5 1,144.1 Finished goods 89.5 71.0 1,483.1 1,421.5 Inventory valuation reserves ( 77.5 ) ( 68.5 ) Total inventories, net $ 1,405.6 $ 1,353.0 Inventories are stated at the lower of cost (first-in, first-out (FIFO) and average cost methods) or net realizable value. Note 4. Property, Plant and Equipment Property, plant and equipment at September 28, 2025 and December 29, 2024 was as follows (in millions): September 28, 2025 December 29, 2024 Land $ 31.2 $ 30.8 Buildings and leasehold improvements 746.0 735.2 Equipment 3,306.1 3,145.3 4,083.3 3,911.3 Accumulated depreciation and amortization ( 2,230.1 ) ( 2,134.4 ) Total property, plant and equipment, net $ 1,853.2 $ 1,776.9 10 The construction in progress portion of property, plant and equipment at September 28, 2025 was $ 295.1 million. Capital expenditures on the consolidated statement of cash flows for the year-to-date periods ended September 28, 2025 and September 29, 2024 exclude $ 15.6 million and $ 28.3 million, respectively, of accrued capital expenditures that were included in property, plant and equipment at September 28, 2025 and September 29, 2024, respectively. Note 5. Divestitures During the third quarter of 2025, the Company completed the sale of its East Hartford, CT operations, an immaterial, non-core operation that was part of the Forged Products business unit, for $ 20.5 million. With $ 2.0 million of goodwill allocated to this operation from ATI’s Forged Products reporting unit, the Company recognized a $ 1.1 million gain on the sale of this operation which is reported in gain/loss on asset sales and sale of business, net, on the consolidated statement of operations for the quarter and year-to-date period ended September 28, 2025, and is excluded from segment results. The Company received proceeds, net of transaction costs and net working capital adjustments, of $ 18.1 million in the third quarter of 2025, which is reported as an investing activity on the consolidated statements of cash flows, and expects to receive an additional $ 1.5 million cash consideration on the sale of this operation by the end of fiscal year 2025. In fiscal year 2024, this operation had external sales of approximately $ 37.0 million and income before tax of approximately $ 2.9 million. 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 gain/loss on asset sales and sales of businesses, net, on the consolidated statement of operations for the year-to-date period ended September 28, 2025, and is excluded from segment results. The Company received proceeds, net of transaction costs, of $ 3.1 million during the year-to-date period ended September 28, 2025, which is reported as an investing activity on the consolidated statement of cash flows. The Company will receive additional proceeds of approximately $ 6.7 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 September 28, 2025. In fiscal year 2024, these operations had external sales of approximately $ 39.1 million and income before tax of approximately $ 2.4 million. Note 6. Joint Ventures The financial results of majority-owned joint ventures are consolidated into the Company’s operating results and financial position, with the minority ownership interest recognized in the consolidated statements of operations as net income attributable to noncontrolling interests, and as equity attributable to the noncontrolling interests within total stockholders’ equity. Investments in which the Company exercises significant influence, but which it does not control (generally a 20% to 50% ownership interest), are accounted for under the equity method of accounting. Majority-Owned Joint Ventures STAL: The Company has a 60 % interest in the Chinese joint venture known as STAL. The remaining 40 % interest in STAL is owned by China Baowu Steel Group Corporation Limited, a state authorized investment company whose equity securities are publicly traded in the People’s Republic of China. 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 September 28, 2025 were $ 99.1 million. 11 Note 7. Supplemental Financial Statement Information Other income (expense), net for the quarters and year-to-date periods ended September 28, 2025 and September 29, 2024 was as follows: (in millions) Quarter ended Year-to-date period ended September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Rent and royalty income $ 1.7 $ 0.7 $ 5.0 $ 2.3 Gains from disposal of property, plant and equipment, net 10.5 3.7 10.5 3.7 Other — — — ( 0.8 ) Total other income, net $ 12.2 $ 4.4 $ 15.5 $ 5.2 Gains from disposal of property, plant and equipment, net include $ 10.5 million and $ 3.7 million for the quarter and year-to-date periods ended September 28, 2025 and September 29, 2024, respectively, on the sale of certain oil and gas rights. These cash gains are reported as an investing activity on the consolidated statement of cash flow for the year-to-date period ended September 29, 2024. Restructuring Restructuring charges were a credit of $ 0.4 million for the quarter ended September 28, 2025 and represent a reduction in severance-related reserves for the Company’s European restructuring. Restructuring charges were a credit of $ 1.7 million for the year-to-date period ended September 28, 2025, primarily for a reduction in severance-related reserves for approximately 40 employees for a previous restructuring in the AA&S segment. Restructuring charges were $ 0.5 million for the quarter ended September 29, 2024 and represent severance for the involuntary reduction of several domestic employees. Restructuring charges were a credit of $ 1.2 million for the year-to-date period ended September 29, 2024, primarily for a reduction in severance-related reserves for approximately 80 employees based on revised workforce reduction estimates, which included the 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: Severance and Employee Benefit Costs Balance at December 29, 2024 $ 9.0 Adjustments ( 1.7 ) Divestitures ( 0.5 ) Payments ( 5.6 ) Balance at September 28, 2025 $ 1.2 During the year-to-date period ended September 28, 2025, the Company derecognized $ 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 $ 1.2 million restructuring reserve balance at September 28, 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 predetermined discount rate commensurate with the creditworthiness of ATI. As of September 28, 2025 and December 29, 2024, the Company had $ 42.1 million and $ 34.8 million, respectively, reported in accounts payable on the consolidated balance sheets under such programs. Accounts Receivable Securitization On September 19, 2025, ATI Specialty Materials, LLC (“Specialty Materials”) and its indirect wholly owned subsidiary, ATI Securitization LLC (“ATI Securitization”) entered into a three-year , $ 125.0 million Receivables Purchase and Financing Agreement (the “Receivables Facility”) with PNC Bank, National Association, as Administrative Agent, and certain Purchasers/Lenders party thereto. Under the Receivables Facility, Specialty Materials sells or contributes, on an ongoing basis, certain of its trade accounts receivable, together with related security and interests in the proceeds thereof, to its wholly owned 12 subsidiary, ATI Securitization Holdings LLC (ATI Holdings). ATI Holdings subsequently sells or contributes those receivable and related security and interests to ATI Securitization, its wholly owned subsidiary, which is a consolidated bankruptcy-remote special purpose entity created for the sole purpose of transacting under the Receivables Facility. ATI Securitization may borrow from, and/or sell receivables under the Receivables Facility at fair value and will secure its obligations with a pledge of undivided interests in such receivables, together with related security and interest in the proceeds thereof. In all instances, Specialty Materials retains the servicing of the accounts receivable transferred, which includes collection and administrative activities. ATI has agreed to guarantee the performance of Specialty Materials obligations under the Receivables Facility. The maximum aggregate funding available under the Receivables Facility is $ 125.0 million at any one time, subject to the availability of eligible receivables and other customary factors and conditions as well as covenants as set forth in the Receivables Facility. Amounts outstanding under the Receivables Facility accrue interest at an adjusted SOFR plus the applicable margin. The Receivables Facility also requires the maintenance of a minimum utilization level equal to 50 % of the facility amount. ATI Securitization is a separate legal entity with its own creditors. In the event of a liquidation of ATI Securitization, its creditors would be entitled to be satisfied out of the assets of ATI Securitization prior to any assets or value becoming available to creditors or equity holders for other ATI entities. The assets of ATI Securitization, including any funds of ATI Securitization that may be commingled with funds of any of its affiliates for purposes of cash management and related efficiencies, are not available to pay creditors of ATI or any affiliate thereof, except to the extent collections of receivables are in excess of the amounts owed by ATI Securitization under the Receivables Facility. Sales of accounts receivable under the Receivables Facility meet the sale criteria under ASC 860, Transfers and Servicing (“ASC 860”) , and are derecognized from the consolidated balance sheet. Cash receipts, received at the time of the sale of receivables under the Receivables Facility, are classified as cash flow from operating activities in the consolidated statement of cash flows. As the Company retains the servicing rights of the receivables sold, the Company assessed the associated servicing liability under ASC 860 and determined that the liability is immaterial to the Company’s financial statements. For the three and nine months ended September 28, 2025, ATI Securitization sold $ 80.0 million of accounts receivable in exchange for $ 80.0 million of cash. The Company recorded a $ 0.9 million charge associated with the sale of the accounts receivable within selling and administrative expenses on its consolidated statement of operations. As of September 28, 2025, $ 80.0 million of the sold accounts receivable remained outstanding, which represents our maximum potential exposure under the guarantee. There were no borrowings during the three and nine months ended September 28, 2025 under the Receivable Facility. Sale of Receivables Program During the fourth quarter of 2024, the Company entered into an accounts receivables purchase agreement (Receivables Purchase Agreement) with a third-party financial institution to periodically sell certain accounts receivable at a discount. 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 receivable and remitting such collections to the financial institution. 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 $ 26.0 million and $ 94.2 million of its receivables under this program during the quarter and year-to-date periods ended September 28, 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 September 28, 2025. The losses associated with these transactions of $ 0.2 million and $ 0.7 million are reflected in the Company’s consolidated statement of operations for the quarter and year-to-date periods ended September 28, 2025, respectively, and are excluded from segment results. The cash received on these sales of accounts receivable during the year-to-date period ended September 28, 2025 is presented in changes in receivables within operating activities in the consolidated statement of cash flows. Other Customer Receivable Sales In the third quarter and year-to-date period ended September 28, 2025, the Company sold $ 107.0 million and $ 271.1 million, respectively, of certain customers’ accounts receivable through programs established by those customers with third-party financial institutions. In the third quarter and year-to-date period ended September 29, 2024, the Company sold $ 69.8 million and $ 212.1 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 13 suppliers to receive more timely payments. The Company has no continuing involvement with the receivables sold under these programs, including no servicing requirement. The proceeds from these transactions are presented as changes in receivables within operating activities in the consolidated statement of cash flows. The losses associated with these transactions of $ 1.4 million and $ 4.1 million for the quarter and year-to-date periods ended September 28, 2025, respectively, and $ 1.4 million and $ 4.3 million for the quarter and year-to-date periods ended September 29, 2024, respectively, are reflected in the Company’s consolidated statements of operations and are excluded from segment results. Note 8. Debt Debt at September 28, 2025 and December 29, 2024 was as follows (in millions): September 28, 2025 December 29, 2024 ATI Inc. 7.25 % Notes due 2030 $ 425.0 $ 425.0 ATI Inc. 5.875 % Notes due 2027 350.0 350.0 ATI Inc. 5.125 % Notes due 2031 350.0 350.0 ATI Inc. 4.875 % Notes due 2029 325.0 325.0 Allegheny Ludlum 6.95 % Debentures due 2025 (a) 150.0 150.0 ABL Term Loan 200.0 200.0 U.S. revolving credit facility — — Foreign credit facilities 11.4 — Finance leases and other 107.7 109.5 Debt issuance costs ( 12.2 ) ( 14.2 ) Debt 1,906.9 1,895.3 Short-term debt and current portion of long-term debt 191.7 180.4 Long-term debt $ 1,715.2 $ 1,714.9 (a) The payment obligations of these debentures issued by Allegheny Ludlum, LLC are fully and unconditionally guaranteed by ATI. Revolving Credit Facility 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. 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 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 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 September 28, 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 5.875% Senior Notes due 2027 and the 4.875% Notes due 2029. Costs associated with entering into the June 2025 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 14 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 September 28, 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 average revolving credit borrowings of $ 3.5 million bearing an average annual interest rate of 6.5 % under the ABL facility for the year-to-date period ended September 28, 2025. There were no revolving credit borrowings under the ABL facility during the year-to-date period ended September 29, 2024. The Company also has foreign credit facilities, primarily in China, that total $ 72.1 million based on September 28, 2025 foreign exchange rates, $ 11.4 million of which was drawn as of September 28, 2025. There were no amounts drawn under foreign credit facilities as of December 29, 2024. Note 9. Derivative Financial Instruments and Hedging As part of its risk management strategy, the Company, from time-to-time, utilizes derivative financial instruments to manage its exposure to changes in raw material prices, energy costs, foreign currencies, and interest rates. In accordance with applicable accounting standards, the Company accounts for most of these contracts as hedges. 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 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 September 28, 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 1 million pounds of nickel with hedge dates through 2027. The aggregate notional amount hedged is approximately 2 % of a single year’s estimated nickel raw material purchase requirements. These derivative instruments are used to hedge the variability of a selling price that is based on the London Metal Exchange (LME) index for nickel, as well as to hedge the variability of the purchase cost of nickel based on this LME index. 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 September 28, 2025, the outstanding financial derivatives used to hedge the Company’s exposure to energy cost volatility consisted of natural gas cost hedges. At September 28, 2025, the Company hedged approximately 60 % 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. currency. The Company sometimes purchases foreign currency forward contracts that permit it to sell specified amounts of foreign currencies it expects to receive from its export sales for pre-established U.S. dollar amounts at specified dates. 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 September 28, 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 September 28, 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. The counterparties to the Company’s derivative contracts are substantial and creditworthy commercial banks that are recognized market makers. The Company controls its credit exposure by diversifying across multiple counterparties and by monitoring credit ratings and credit default swap spreads of its counterparties. The Company also enters into master netting agreements with counterparties when possible. 15 The fair values of the Company’s derivative financial instruments are presented below, representing the gross amounts recognized which are not offset by counterparty or by type of item hedged. All fair values for these derivatives were measured using Level 2 information as defined by the accounting standard hierarchy, which includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs derived principally from or corroborated by observable market data. (In millions) Asset derivatives Balance sheet location September 28, 2025 December 29, 2024 Derivatives designated as hedging instruments: Natural gas contracts Prepaid expenses and other current assets $ 0.4 $ 0.8 Nickel and other raw material contracts Prepaid expenses and other current assets 0.1 — Foreign exchange contracts Prepaid expenses and other current assets 0.1 0.2 Nickel and other raw material contracts Other assets 0.1 — Natural gas contracts Other assets 0.2 0.9 Total derivatives designated as hedging instruments $ 0.9 $ 1.9 Liability derivatives Balance sheet location Derivatives designated as hedging instruments: Nickel and other raw material contracts Other current liabilities $ 1.0 $ 4.2 Natural gas contracts Other current liabilities 0.7 1.7 Natural gas contracts Other long-term liabilities — 0.1 Nickel and other raw material contracts Other long-term liabilities 0.1 — Total derivatives designated as hedging instruments $ 1.8 $ 6.0 For derivative financial instruments that are designated as cash flow hedges, the gain or loss on the derivative is reported as a component of other comprehensive income (OCI) and reclassified into earnings in the same period or periods during which the hedged item affects earnings. 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 September 28, 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. The Company did not use net investment hedges for the periods presented. 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 September 28, 2025, a pre-tax loss of $ 1.1 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 September 28, 2025 and September 29, 2024 was as follows (in millions): Amount of Gain (Loss) Recognized in OCI on Derivatives Amount of Gain (Loss) Reclassified from Accumulated OCI into Income (a) Quarter ended Quarter ended Derivatives in Cash Flow Hedging Relationships September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Nickel and other raw material contracts $ — $ ( 0.2 ) $ ( 1.1 ) $ ( 1.4 ) Natural gas contracts ( 2.6 ) ( 1.1 ) ( 0.3 ) ( 1.4 ) Foreign exchange contracts 0.1 ( 0.2 ) — — Interest rate swap — — — — Total $ ( 2.5 ) $ ( 1.5 ) $ ( 1.4 ) $ ( 2.8 ) 16 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 ) $ ( 1.3 ) $ ( 3.3 ) $ ( 2.5 ) Natural gas contracts ( 0.2 ) ( 2.1 ) ( 0.2 ) ( 5.0 ) Foreign exchange contracts ( 0.1 ) 0.1 0.1 0.2 Interest rate swap — — — 1.2 Total $ ( 1.0 ) $ ( 3.3 ) $ ( 3.4 ) $ ( 6.1 ) (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 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 $ 0.6 million of expense and $ 2.3 million of income, net, for settled foreign currency forward contracts that were not designated as hedges during the third quarter and year-to-date period ended September 28, 2025, respectively, and $ 1.0 million and $ 0.5 million of income, net, during the third quarter and year-to-date period ended September 29, 2024, which offset foreign currency gains/losses in the relevant currency. We have no significant outstanding hedges that are not designated as of September 28, 2025. Note 10. Fair Value of Financial Instruments The estimated fair value of financial instruments at September 28, 2025 was as follows: Fair Value Measurements at Reporting Date Using (In millions) Total Carrying Amount Total Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Cash and cash equivalents $ 372.2 $ 372.2 $ 372.2 $ — Derivative financial instruments: Assets 0.9 0.9 — 0.9 Liabilities 1.8 1.8 — 1.8 Debt (a) 1,919.1 1,936.5 1,617.4 319.1 The estimated fair value of financial instruments at December 29, 2024 was as follows: Fair Value Measurements at Reporting Date Using (In millions) Total Carrying Amount Total Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Observable Inputs (Level 2) Cash and cash equivalents $ 721.2 $ 721.2 $ 721.2 $ — Derivative financial instruments: Assets 1.9 1.9 — 1.9 Liabilities 6.0 6.0 — 6.0 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. 17 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. Accounting standards established three levels of a fair value hierarchy that prioritize the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. The following methods and assumptions were used by the Company in estimating the fair value of its financial instruments: Cash and cash equivalents: Fair value was determined using Level 1 information. Derivative financial instruments: Fair values for derivatives were measured using exchange-traded prices for the hedged items. The fair value was determined using Level 2 information, including consideration of counterparty risk and the Company’s credit risk. Short-term and long-term debt: The fair values of the Company’s publicly traded debt were based on Level 1 information. The fair values of the other short-term and long-term debt were determined using Level 2 information. Note 11. Business Segments The Company operates under two business segments: High Performance Materials & Components (HPMC) and Advanced Alloys & Solutions (AA&S). ATI’s Chief Operating Decision Maker (CODM) is the Chief Executive Officer. Segment EBITDA, the Company’s segment operating measure, is used by the CODM to assess segment operating performance and to determine the allocation of resources. Segment EBITDA as a percentage of segment revenues is utilized to assess the profitability of each segment and whether the Company’s strategies are resulting in margin expansion and expected operating performance improvements. The measure of segment EBITDA excludes net interest expense, income taxes, depreciation and amortization, goodwill impairment charges, debt extinguishment charges, corporate expenses, closed operations and other income (expense), restructuring and other credits/charges, gains or losses on the sale of accounts receivables, strike related costs, long-lived asset impairments, pension remeasurement gains and losses, other postretirement/pension curtailment and settlement gains and losses, and gains or losses on sales of businesses. Management believes segment EBITDA, as defined, provides an appropriate measure of controllable operating results at the business segment level. 18 Following is certain financial information with respect to the Company’s business segments for the periods indicated (in millions): Quarter ended September 28, 2025 Quarter ended September 29, 2024 HPMC AA&S Total HPMC AA&S Total Sales to external customers $ 602.9 $ 522.6 $ 1,125.5 $ 552.4 $ 498.8 $ 1,051.2 Intersegment sales 58.6 47.5 106.1 60.5 89.6 150.1 Total sales 661.5 570.1 1,231.6 612.9 588.4 1,201.3 Reconciliation of sales Elimination of intersegment sales ( 106.1 ) ( 150.1 ) Total consolidated sales $ 1,125.5 $ 1,051.2 Less (1) : Allocated corporate overhead 14.3 14.2 17.9 18.4 Other segment items (2) 501.4 465.5 471.8 496.4 Segment EBITDA 145.8 90.4 236.2 123.2 73.6 196.8 Reconciliation of segment EBITDA Corporate expenses ( 15.6 ) ( 13.4 ) Closed operations and other income 4.5 2.3 Depreciation & amortization ( 42.6 ) ( 38.5 ) Interest expense, net ( 26.1 ) ( 28.0 ) Restructuring and other charges ( 12.9 ) ( 4.3 ) Gain on sales of businesses 1.1 — Income before taxes $ 144.6 $ 114.9 19 Year-to-date period ended September 28, 2025 Year-to-date period ended September 29, 2024 HPMC AA&S Total HPMC AA&S Total Sales to external customers $ 1,795.8 $ 1,614.5 $ 3,410.3 $ 1,644.3 $ 1,545.1 $ 3,189.4 Intersegment sales 171.8 151.8 323.6 184.3 208.6 392.9 Total sales 1,967.6 1,766.3 3,733.9 1,828.6 1,753.7 3,582.3 Reconciliation of sales Elimination of intersegment sales ( 323.6 ) ( 392.9 ) Total consolidated sales $ 3,410.3 $ 3,189.4 Less (1) : Allocated corporate overhead 48.6 50.2 50.4 50.8 Other segment items (2) 1,498.2 1,465.6 1,443.6 1,470.0 Segment EBITDA 420.8 250.5 671.3 334.6 232.9 567.5 Reconciliation of segment EBITDA Corporate expenses ( 48.4 ) ( 49.9 ) Closed operations and other income 4.5 1.7 Depreciation & amortization ( 125.0 ) ( 112.4 ) Interest expense, net ( 74.5 ) ( 83.0 ) Restructuring and other charges ( 25.9 ) ( 12.8 ) Loss on sales of businesses, net ( 2.6 ) — Income before taxes $ 399.4 $ 311.1 (1) The CODM is regularly provided with allocated corporate overhead and segment EBITDA, which is used to assess operating performance. Therefore, the significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM. Intersegment expenses are included within the amounts shown. (2) Other segment items for each reportable segment include: cost of sales, general and administrative expenses, and gain/loss on asset sales. 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 quarter and year-to-date period ended September 28, 2025 were $ 445.3 million and $ 1,435.9 million, respectively, and $ 425.7 million and $ 1,353.8 million for the quarter and year-to-date period ended September 29, 2024, respectively. Of these amounts, sales by operations in the U.S. to customers in other countries for the third quarter and year-to-date period ended September 28, 2025 were $ 348.6 million and $ 1,156.9 million, respectively, and $ 333.5 million and $ 1,050.1 million for the third quarter and year-to-date period ended September 29, 2024, respectively. Restructuring and other charges of $ 12.9 million for the quarter ended September 28, 2025 include $ 7.2 million of start-up and transaction-related costs, which are primarily included within cost of sales on the consolidated statements of operations, and $ 3.6 million of transformation-related costs and $ 2.5 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 $ 0.4 million due to a reduction in severance-related reserves for our European restructuring (see Note 7). Restructuring and other charges of $ 25.9 million for the year-to-date period ended September 28, 2025 include $ 17.2 million of start-up and transaction-related costs, which are primarily included within cost of sales on the consolidated statements of operations, and $ 4.7 million of transformation-related costs and $ 5.7 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 $ 1.7 million primarily 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 $ 4.3 million for the quarter ended September 29, 2024 include $ 2.5 million of start-up costs, partially offset by a $ 0.4 million credit for adjustments to inventory reserves related to the Company’s European restructuring, both of which are included within cost of sales on the consolidated statements of operations. These charges also include $ 1.7 million of transaction costs, which are included within selling and administrative expenses on the consolidated statements of 20 operations, and restructuring charges of $ 0.5 million (see Note 7). Restructuring and other charges of $ 12.8 million for the year-to-date period ended September 29, 2024 include $ 7.2 million of start-up costs and $ 5.1 million of inventory write-downs related to the Company’s European restructuring, both of which are included within cost of sales on the consolidated statements of operations. These charges also include $ 1.7 million of transaction costs, which are included within selling and administrative expenses on the consolidated statements of operations, and restructuring credits of $ 1.2 million primarily for revised workforce reduction estimates (see Note 7). Certain additional information regarding the Company’s business segments is presented below: Quarter ended Year-to-date period ended (In millions) September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Depreciation and amortization: High Performance Materials & Components $ 21.2 $ 18.6 $ 61.8 $ 52.8 Advanced Alloys & Solutions 19.7 18.2 58.3 54.5 Other 1.7 1.7 4.9 5.1 Total depreciation and amortization $ 42.6 $ 38.5 $ 125.0 $ 112.4 Capital expenditures: High Performance Materials & Components $ 36.9 $ 32.7 $ 111.5 $ 111.2 Advanced Alloys & Solutions 25.2 31.6 74.4 77.1 Corporate 0.4 1.5 2.0 3.5 Total capital expenditures $ 62.5 $ 65.8 $ 187.9 $ 191.8 Identifiable assets: September 28, 2025 December 29, 2024 High Performance Materials & Components $ 2,340.4 $ 2,225.9 Advanced Alloys & Solutions 2,240.8 2,207.8 Corporate: Deferred Taxes 37.3 46.5 Cash and cash equivalents and other 384.2 750.4 Total assets $ 5,002.7 $ 5,230.6 ($ in millions) September 28, 2025 Percent of total December 29, 2024 Percent of total Total assets: United States $ 4,469.5 89 % $ 4,666.3 89 % China 313.3 6 % 310.3 6 % Other 219.9 5 % 254.0 5 % Total Assets $ 5,002.7 100 % $ 5,230.6 100 % Note 12. Retirement Benefits 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 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. The Company funds the U.S. pension plans in accordance with the Employee Retirement Income Security Act of 1974, as amended, and the Internal Revenue Code of 1986, as amended. The Company also sponsors several postretirement plans covering certain collectively bargained salaried and hourly employees. The plans provide health care and life insurance benefits for eligible retirees. In most retiree health care plans, Company contributions towards premiums are capped based on the cost as of a certain date, thereby creating a defined contribution. All defined benefit pension and retiree health care plans are closed to new entrants. For the quarters ended September 28, 2025 and September 29, 2024, the components of pension and other postretirement benefit expense for the Company’s defined benefit plans included the following (in millions): 21 Pension Benefits Other Postretirement Benefits Quarter ended Quarter ended September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Service cost - benefits earned during the year $ 1.3 $ 1.5 $ 0.1 $ 0.2 Interest cost on benefits earned in prior years 4.4 4.1 2.5 2.5 Expected return on plan assets ( 4.0 ) ( 4.1 ) — — Amortization of prior service cost (credit) 0.1 0.1 ( 0.3 ) ( 0.2 ) Amortization of net actuarial loss — — 1.2 1.3 Total retirement benefit expense $ 1.8 $ 1.6 $ 3.5 $ 3.8 For the year-to-date periods ended September 28, 2025 and September 29, 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 September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Service cost - benefits earned during the year $ 4.0 $ 4.4 $ 0.3 $ 0.4 Interest cost on benefits earned in prior years 13.0 12.3 7.4 7.6 Expected return on plan assets ( 11.9 ) ( 12.3 ) — — Amortization of prior service cost (credit) 0.3 0.2 ( 0.7 ) ( 0.6 ) Amortization of net actuarial loss — — 3.8 3.9 Total retirement benefit expense $ 5.4 $ 4.6 $ 10.8 $ 11.3 Note 13. Income Taxes For the quarter and year-to-date period ended September 28, 2025, the Company’s effective tax rate was 21.4 % and 20.4 %, respectively, resulting in an income tax provision of $ 31.0 million and $ 81.3 million, respectively. For the quarter and year-to-date period ended September 29, 2024, the Company’s effective tax rate was 24.6 % and 22.7 %, respectively, resulting in an income tax provision of $ 28.3 million and $ 70.5 million, respectively. The effective tax rate for the quarter ended September 28, 2025 included discrete tax expense of $ 2.8 million, primarily related to return-to-provision adjustments for limitations of permanent benefits due to decreased taxable income, and the effective tax rate for the year-to-date period ended September 28, 2025 included discrete tax benefits of $ 1.7 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 September 28, 2025 was 19.5 % and 20.8 %, respectively. The effective tax rate for the quarter ended September 29, 2024 included discrete tax expense of $ 0.2 million and the effective tax rate for the year-to-date period ended September 29, 2024 included discrete tax benefits of $ 4.5 million. Excluding discrete tax impacts, the Company’s effective tax rate for the quarter and year-to-date period ended September 29, 2024 was 24.5 % and 24.1 %, respectively. On July 4, 2025, the One Big Beautiful Bill Act, which includes permanent extensions of most expiring Tax Cuts and Jobs Act provisions and international tax changes, was enacted. Pursuant to ASC 740, Income Taxes , the effects of changes in tax law are recognized in the period of enactment, the impact of which are not material and are reflected in the Company’s effective tax rate in the quarter. The Company anticipates that the impacts related to the tax law changes will be favorable to future years’ cash tax payments due to changes in bonus depreciation, domestic research expensing and certain international provisions. 22 Note 14. 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 Year-to-date period ended September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024 Numerator: Numerator for basic income per common share – Net income attributable to ATI $ 110.0 $ 82.7 $ 307.7 $ 230.7 Effect of dilutive securities: 3.5 % Convertible Senior Notes due 2025 — 1.7 — 6.0 Numerator for diluted net income per common share – Net income attributable to ATI after assumed conversions $ 110.0 $ 84.4 $ 307.7 $ 236.7 Denominator: Denominator for basic net income per common share – weighted average shares 137.0 128.7 139.5 126.5 Effect of dilutive securities: Share-based compensation 3.5 3.7 3.1 3.1 3.5 % Convertible Senior Notes due 2025 — 14.4 — 17.3 Denominator for diluted net income per common share – adjusted weighted average shares and assumed conversions 140.5 146.8 142.6 146.9 Basic net income attributable to ATI per common share $ 0.80 $ 0.64 $ 2.21 $ 1.82 Diluted net income attributable to ATI per common share $ 0.78 $ 0.57 $ 2.16 $ 1.61 Common stock that would have been issuable upon the assumed conversion of the Company’s 3.5% Convertible Senior Notes due 2025 (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 and year-to-date periods ended September 28, 2025 and September 29, 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. Repurchases under these programs are made in the open market or in privately negotiated transactions, with the amount and timing of repurchases depending on market conditions and corporate needs. Open market repurchases are structured to occur within the pricing and volume requirements of SEC Rule 10b-18. In the quarter and year-to-date period ended September 28, 2025, ATI used $ 150.0 million and $ 470.0 million, respectively, to repurchase 2.0 million and 6.4 million, respectively, of its common stock under the Share Repurchase Program. At September 28, 2025, the Company has utilized $ 580 million of the $ 700 million currently authorized under the Share Repurchase Program. In the quarter and year-to-date period ended September 29, 2024, ATI used $ 40.0 million and $ 190.0 million, respectively, to repurchase 0.7 million and 4.1 million, respectively, 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 quarter and year-to-date period ended September 28, 2025 of $ 151.5 million and $ 474.3 million, respectively, differs from the repurchases of common stock amounts in the consolidated statements of cash flows due to these excise taxes. However, for 2024, there was no excise tax due to the impact of the conversion of the 2025 Convertible Notes. 23 Note 15. Accumulated Other Comprehensive Income (Loss) The changes in AOCI by component, net of tax, for the quarter ended September 28, 2025 were as follows (in millions): Post- retirement benefit plans Currency translation adjustment Derivatives Deferred Tax Asset Valuation Allowance Total Attributable to ATI: Balance, June 29, 2025 $ ( 28.8 ) $ ( 52.0 ) $ 1.0 $ 23.3 $ ( 56.5 ) OCI before reclassifications — ( 2.2 ) ( 2.5 ) — ( 4.7 ) Amounts reclassified from AOCI (a) 0.9 (c) — (d) 1.4 (e) — 2.3 Net current-period OCI 0.9 ( 2.2 ) ( 1.1 ) — ( 2.4 ) Balance, September 28, 2025 $ ( 27.9 ) $ ( 54.2 ) $ ( 0.1 ) $ 23.3 $ ( 58.9 ) Attributable to noncontrolling interests: Balance, June 29, 2025 $ — $ 8.7 $ — $ — $ 8.7 OCI before reclassifications — 0.6 — — 0.6 Amounts reclassified from AOCI — (c) — — — — Net current-period OCI — 0.6 — — 0.6 Balance, September 28, 2025 $ — $ 9.3 $ — $ — $ 9.3 The changes in AOCI by component, net of tax, for the year-to-date period ended September 28, 2025 were as follows (in millions): Post- retirement benefit plans Currency translation 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 ) OCI before reclassifications — 20.5 ( 1.0 ) — 19.5 Amounts reclassified from AOCI (a) 2.6 (b) 5.1 (d) 3.4 (e) — 11.1 Net current-period OCI 2.6 25.6 2.4 — 30.6 Balance, September 28, 2025 $ ( 27.9 ) $ ( 54.2 ) $ ( 0.1 ) $ 23.3 $ ( 58.9 ) Attributable to noncontrolling interests: Balance, December 29, 2024 $ — $ 5.7 $ — $ — $ 5.7 OCI before reclassifications — 3.6 — — 3.6 Amounts reclassified from AOCI — (c) — — — — Net current-period OCI — 3.6 — — 3.6 Balance, September 28, 2025 $ — $ 9.3 $ — $ — $ 9.3 (a) Amounts were included in net periodic benefit cost for pension and other postretirement benefit plans (see Note 12). (b) Amounts were included in gain/loss of asset sales and sales of businesses, net, as part of the loss on sale of the Birmingham, UK and Dusseldorf, Germany operations (see Note 5). (c) No amounts were reclassified to earnings. (d) Amounts related to derivatives are included in sales, cost of goods sold or interest expense in the period or periods the hedged item affects earnings (see Note 9). (e) Represents the net change in deferred tax asset valuation allowances on changes in AOCI balances between the balance sheet dates. 24 The changes in AOCI by component, net of tax, for the quarter ended September 29, 2024 were as follows (in millions): Post- retirement benefit plans Currency translation adjustment Derivatives Deferred Tax Asset Valuation Allowance Total Attributable to ATI: Balance, June 30, 2024 $ ( 30.7 ) $ ( 77.9 ) $ ( 4.9 ) $ 23.3 $ ( 90.2 ) OCI before reclassifications — 13.4 ( 1.5 ) — 11.9 Amounts reclassified from AOCI (a) 0.9 (b) — (c) 2.8 (d) — 3.7 Net current-period OCI 0.9 13.4 1.3 — 15.6 Balance, September 29, 2024 $ ( 29.8 ) $ ( 64.5 ) $ ( 3.6 ) $ 23.3 $ ( 74.6 ) Attributable to noncontrolling interests: Balance, June 30, 2024 $ — $ 6.5 $ — $ — $ 6.5 OCI before reclassifications — 4.0 — — 4.0 Amounts reclassified from AOCI — (b) — — — — Net current-period OCI — 4.0 — — $ 4.0 Balance, September 29, 2024 $ — $ 10.5 $ — $ — $ 10.5 The changes in AOCI by component, net of tax, for the year-to-date period ended September 29, 2024 were as follows (in millions): Post- retirement benefit plans Currency translation 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 — 3.9 ( 3.3 ) — 0.6 Amounts reclassified from AOCI (a) 2.7 (b) — (c) 6.1 (d) ( 0.8 ) 8.0 Net current-period OCI 2.7 3.9 2.8 ( 0.8 ) 8.6 Balance, September 29, 2024 $ ( 29.8 ) $ ( 64.5 ) $ ( 3.6 ) $ 23.3 $ ( 74.6 ) Attributable to noncontrolling interests: Balance, December 31, 2023 $ — $ 7.3 $ — $ — $ 7.3 OCI before reclassifications — 3.2 — — 3.2 Amounts reclassified from AOCI — (b) — — — — Net current-period OCI — 3.2 — — $ 3.2 Balance, September 29, 2024 $ — $ 10.5 $ — $ — $ 10.5 (a) Amounts were included in net periodic benefit cost for pension and other postretirement benefit plans (see Note 12). (b) No amounts were reclassified to earnings. (c) Amounts related to derivatives are included in sales, cost of goods sold or interest expense in the period or periods the hedged item affects earnings (see Note 9). (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 year-to-date period ended September 29, 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. Income tax expense (benefit) on OCI items is recorded as a change in a deferred tax asset or liability. Amounts recognized in OCI include the impact of any deferred tax asset valuation allowances, when applicable. Foreign currency translation adjustments, including those pertaining to noncontrolling interests, are generally not adjusted for income taxes as they relate to indefinite investments in non-U.S. subsidiaries. 25 Reclassifications out of AOCI for the quarters and year-to-date periods ended September 28, 2025 and September 29, 2024 were as follows: Details about AOCI Components (In millions) Three months ended September 28, 2025 Three months ended September 29, 2024 Year-to-date period ended September 28, 2025 Year-to-date period ended September 29, 2024 Affected line item in the statements of operations Postretirement benefit plans Prior service credit $ 0.2 0.1 $ 0.4 0.4 (a) Actuarial losses ( 1.2 ) ( 1.3 ) ( 3.8 ) ( 3.9 ) (a) ( 1.0 ) ( 1.2 ) ( 3.4 ) ( 3.5 ) (d) Total before tax ( 0.1 ) ( 0.3 ) ( 0.8 ) ( 0.8 ) Tax benefit (e) $ ( 0.9 ) $ ( 0.9 ) $ ( 2.6 ) $ ( 2.7 ) Net of tax Currency translation adjustment $ — $ — $ ( 5.1 ) $ — (b,d) Derivatives Nickel and other raw material contracts $ ( 1.4 ) $ ( 1.9 ) $ ( 4.3 ) $ ( 3.3 ) (c) Natural gas contracts ( 0.4 ) ( 1.8 ) ( 0.2 ) ( 6.5 ) (c) Foreign exchange contracts — — 0.1 0.2 (c) Interest rate swap — — — 1.6 (c) ( 1.8 ) ( 3.7 ) ( 4.4 ) ( 8.0 ) (d) Total before tax ( 0.4 ) ( 0.9 ) ( 1.0 ) ( 1.9 ) Tax benefit (e) $ ( 1.4 ) $ ( 2.8 ) $ ( 3.4 ) $ ( 6.1 ) Net of tax (a) Amounts are reported in nonoperating retirement benefit expense (see Note 12). (b) Amounts in 2025 were included in gain/loss on asset sales and sales of businesses, net, as part of the loss on sale of the Birmingham, UK and Dusseldorf, Germany operations (see Note 5). (c) Amounts related to derivatives, with the exception of the interest rate swap, are included in sales or cost of goods sold in the period or periods the hedged item affects earnings. Amounts related to the interest rate swap are included in interest expense in the same period as the interest expense on the Term Loan is recognized in earnings (see Note 9). (d) For pre-tax items, positive amounts are income and negative amounts are expense in terms of the impact to net income. Tax effects are presented in conformity with ATI’s presentation in the consolidated statements of operations. (e) These amounts exclude the impact of any deferred tax asset valuation allowances, when applicable. Note 16. Commitments and Contingencies The Company is subject to various domestic and international environmental laws and regulations that govern the discharge of pollutants and disposal of wastes, and which may require that it investigate and remediate the effects of the release or disposal of materials at sites associated with past and present operations. The Company could incur substantial cleanup costs, fines, and civil or criminal sanctions, third party property damage or personal injury claims as a result of violations or liabilities under these laws or noncompliance with environmental permits required at its facilities. The Company is currently involved in the investigation and remediation of a number of its current and former sites, as well as third party sites. Environmental liabilities are recorded when the Company’s liability is probable and the costs are reasonably estimable. In many cases, however, the Company is not able to determine whether it is liable or, if liability is probable, to reasonably estimate the loss or range of loss. Estimates of the Company’s liability remain subject to additional uncertainties, including the nature and extent of site contamination, available remediation alternatives, the extent of corrective actions that may be required, and the number, participation, and financial condition of other potentially responsible parties (PRPs). The Company adjusts its accruals to reflect new information as appropriate. Future adjustments could have a material adverse effect on the Company’s 26 consolidated results of operations in a given period, but the Company cannot reliably predict the amounts of such future adjustments. At September 28, 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. The timing of expenditures depends on a number of factors that vary by site. The Company expects that it will expend present accruals over many years and that remediation of all sites with which it has been identified will be completed within thirty years. The Company continues to evaluate whether it may be able to recover a portion of past and future costs for environmental liabilities from third parties and to pursue such recoveries where appropriate. Based on currently available information, it is reasonably possible that costs for recorded matters may exceed the Company’s recorded reserves by as much as $ 16 million. Future investigation or remediation activities may result in the discovery of additional hazardous materials or potentially higher levels of contamination than discovered during prior investigation and may impact costs associated with the success or lack thereof in remedial solutions. Therefore, future developments, administrative actions or liabilities relating to environmental matters could have a material adverse effect on the Company’s consolidated financial condition or results of operations and cash flows. A number of other lawsuits, claims and proceedings have been or may be asserted against the Company relating to the conduct of its currently and formerly owned businesses, including those pertaining to product liability, environmental, health and safety matters and occupational disease (including as each relates to alleged asbestos exposure), as well as patent infringement, commercial, government contracting, construction, employment, employee and retiree benefits, taxes, environmental, and stockholder and corporate governance matters. While the outcome of litigation cannot be predicted with certainty, and some of these lawsuits, claims or proceedings may be determined adversely to the Company, management does not believe that the disposition of any such pending matters is likely to have a material adverse effect on the Company’s financial condition or liquidity, although the resolution in any reporting period of one or more of these matters could have a material adverse effect on the Company’s consolidated results of operations for that period. The Company received employee retention tax credits under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) during the fiscal year ended December 31, 2022. 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. During the year-to-date period ended September 28, 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 September 28, 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. Schoen, Mary J. Nesbit, Robin L. Rosewicz, George E. Poole and James E. Swartz, Jr., individually and as representatives of a class of participants and beneficiaries of the Allegheny Technologies Incorporated Pension Plan v. ATI Inc., The Allegheny Technologies Incorporated Pension Plan Administrative Committee, State Street Global Advisors Trust Co., and John Does 1-5 (Case No. 2:24-cv-01109) and (2) J ohn Souza and Karen Souza, individually and as representatives on behalf of a class of similarly situated persons v. ATI Inc. and State Street Global Advisors Trust Co. (Case No. 2:24-cv-01214) , both of which are filed in federal district court for the Western District of Pennsylvania. These lawsuits, which were consolidated in late 2024, assert various claims associated with the Company’s October 2023 purchase of group annuity contracts to transfer a portion of its U.S. qualified defined benefit pension plan obligations to Athene Annuity and Life Company and Athene Annuity & Life Assurance of New York. The Company filed a Motion to Dismiss the consolidated claims in January 2025. Following an August 2025 hearing on the Motion to Dismiss, the magistrate judge overseeing the Motion issued a report recommending that all of the plaintiffs’ claims be dismissed for lack of standing. The recommendation remains subject to review and disposition by the presiding judge. The Company disputes and intends to vigorously defend against these claims, but given the preliminary nature of these matters, cannot predict their outcome or estimate any range of reasonably possible loss at this time. 27