What changed in this filing

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Item 1. Financial Statements

2026-04-30 compared with 2025-10-28 · 159 added, 360 removed, 584 unchanged (47% of the section changed)

4 unchanged sentences

(Current period unaudited)

September 28,

2026 December 28,

13 unchanged sentences

Accounts payable $ 654.9 $ 568.2

Accrued liabilities

Short-term contract liabilities 154.4 146.4

12 unchanged sentences

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

issued- 142,871,688 shares at March 29, 2026 and 142,871,688 shares at December 28, 2025;

outstanding- 136,467,940 shares at March 29, 2026 and 135,934,852 shares at December 28, 2025

Additional paid-in capital 1,766.7 1,884.6

1 unchanged sentence

Treasury stock:

7,008,027 shares at September 28, 2025 and 1,484,639 shares at December 29, 2024

6,403,748 shares at March 29, 2026 and 6,936,836 shares at December 28, 2025

( 534.5 ) ( 502.7 )

8 unchanged sentences

(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

Quarter ended

March 29, 2026 March 30, 2025

Sales $ 1,151.5 $ 1,144.4

2 unchanged sentences

Selling and administrative expenses 92.1 85.0

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 )

Restructuring charges

Loss on asset sales and sales of businesses, net

Operating income 163.8 146.9

13 unchanged sentences

(In millions)

Quarter ended Year-to-date period ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Quarter ended

March 29, 2026 March 30, 2025

Net income $ 120.5 $ 100.5

22 unchanged sentences

(In millions)

Year-to-date period ended

September 28, 2025 September 29, 2024

Quarter ended

March 29, 2026 March 30, 2025

Operating Activities:

2 unchanged sentences

Depreciation and amortization 45.0 40.8

Non-cash restructuring charges, net

Share-based compensation 6.4 7.2

8 unchanged sentences

Accrued liabilities and other 11.7 ( 61.3 )

Cash provided by operating activities 298.5 26.3

Cash provided by (used in) operating activities

128.2 ( 92.5 )

Investing Activities:

Purchases of property, plant and equipment ( 55.2 ) ( 53.3 )

Proceeds from disposal of property, plant and equipment 10.9 10.6

Proceeds from sales of businesses, net of transaction costs 1.6 —

Other 6.8 3.0

Cash used in investing activities ( 53.6 ) ( 50.6 )

Financing Activities:

Borrowings on long-term debt

Payments on long-term debt and finance leases ( 38.6 ) ( 8.0 )

Net borrowings (payments) under credit facilities 11.3 ( 5.1 )

Receipt of convertible note capped call — 76.1

Net borrowings under credit facilities

Purchase of treasury stock ( 75.0 ) ( 70.0 )

2 unchanged sentences

Effect of exchange rate changes on cash and cash equivalents ( 0.8 ) 5.2

Cash held for sale — ( 19.2 )

Decrease in cash and cash equivalents ( 15.0 ) ( 245.4 )

13 unchanged sentences

Interests Total

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

Stock Additional

Capital Retained

Earnings Treasury

Stock Accumulated

Comprehensive

Income (Loss) Non-

Interests Total

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

1 unchanged sentence

Other comprehensive income — — — — 17.9 1.2 19.1

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 — — — ( 70.2 ) — — ( 70.2 )

Employee stock plans — ( 70.1 ) — 47.8 — — ( 22.3 )

Balance, September 29, 2024 $ 14.3 $ 1,937.8 $ ( 72.8 ) $ ( 13.3 ) $ ( 74.6 ) $ 120.6 $ 1,912.0

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

Balance, December 28, 2025 $ 14.3 $ 1,884.6 $ 468.7 $ ( 502.7 ) $ ( 60.4 ) $ 112.2 $ 1,916.7

Net income — — 118.2 — — 2.3 120.5

Other comprehensive income — — — — 30.6 3.6 34.2

Other comprehensive income (loss) — — — — ( 2.5 ) 1.3 ( 1.2 )

Purchase of treasury stock — — — ( 75.0 ) — — ( 75.0 )

Employee stock plans — ( 117.9 ) — 43.2 — — ( 74.7 )

Balance, September 28, 2025 $ 14.3 $ 1,886.8 $ 372.2 $ ( 507.4 ) $ ( 58.9 ) $ 118.8 $ 1,825.8

Balance, March 29, 2026 $ 14.3 $ 1,766.7 $ 586.9 $ ( 534.5 ) $ ( 62.9 ) $ 115.8 $ 1,886.3

The accompanying notes are an integral part of these statements.

15 unchanged sentences

The December 28, 2025 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

and for interim disclosures will be effective for the Company for fiscal year 2028.

This new guidance for annual disclosures will be effective for the Company for fiscal year 2027 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.

Reclassifications

The Company reclassified certain prior period amounts in its unaudited condensed consolidated balance sheets to conform to our current period presentation.

Specifically, we have reclassified certain amounts in “Other current liabilities” to “Accrued liabilities”.

This reclassification has no impact on total liabilities or cash flows.

Revenue from Contracts with Customers

3 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 September 28, 2025 and September 29, 2024 is included in the following tables.

Comparative information regarding the Company’s overall revenues by global and geographical markets for the quarterly periods ended March 29, 2026 and March 30, 2025 is included in the following tables.

(in millions) Quarter ended

September 28, 2025 September 29, 2024

March 29, 2026 March 30, 2025

HPMC AA&S Total HPMC AA&S Total

5 unchanged sentences

Total Aerospace & Defense 568.7 228.9 797.6 537.5 216.9 754.4

Other Markets:

Specialty Energy 15.6 46.0 61.6 12.4 38.1 50.5

1 unchanged sentence

Medical 9.7 17.8 27.5 15.8 26.6 42.4

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 0.7 60.8 61.5 1.4 59.2 60.6

2 unchanged sentences

Other 6.0 45.8 51.8 8.2 34.0 42.2

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

(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 Other Markets 45.6 308.3 353.9 46.6 343.4 390.0

Total $ 614.3 $ 537.2 $ 1,151.5 $ 584.1 $ 560.3 $ 1,144.4

(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

March 29, 2026 March 30, 2025

HPMC AA&S Total HPMC AA&S Total

9 unchanged sentences

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

March 29, 2026 March 30, 2025

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 $ 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 Company maintained a backlog of confirmed orders totaling $ 4.1 billion and $ 4.0 billion at March 29, 2026 and March 30, 2025, respectively.

Due to the structure of the Company’s long-term agreements, approximately 70 % of this backlog at March 29, 2026 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:

Accounts Receivable

As of March 29, 2026 and December 28, 2025, accounts receivable from customers were $ 668.3 million and $ 690.3 million, respectively.

The following represents the rollforward of accounts receivable - reserve for doubtful accounts for the quarterly periods ended March 29, 2026 and March 30, 2025:

(in millions)

Accounts Receivable - Reserve for Doubtful Accounts September 28,

2025 September 29,

Accounts Receivable - Reserve for Doubtful Accounts March 29,

2026 March 30,

Balance as of beginning of year $ 4.2 $ 15.0

2 unchanged sentences

Balance as of period end $ 3.9 $ 11.6

Contract Balances

The following represents the rollforward of contract assets and liabilities for the quarterly periods ended March 29, 2026 and March 30, 2025:

(in millions)

Contract Assets

Short-term September 28,

2025 September 29,

Short-term March 29,

2026 March 30,

Balance as of beginning of year $ 72.8 $ 75.6

4 unchanged sentences

Contract Liabilities

Short-term September 28,

2025 September 29,

Short-term March 29,

2026 March 30,

Balance as of beginning of year $ 146.4 $ 169.4

5 unchanged sentences

Balance as of period end $ 154.4 $ 187.1

Long-term (a) September 28,

2025 September 29,

Long-term (a)

2026 March 30,

Balance as of beginning of year $ 91.3 $ 45.3

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 $ 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.

Inventories at September 28, 2025 and December 29, 2024 were as follows (in millions):

September 28,

Contract costs for obtaining and fulfilling a contract were $ 16.0 million and $ 15.6 million as of March 29, 2026 and December 28, 2025, respectively, and are reported in other long-term assets on the consolidated balance sheet.

Contract cost amortization expense for the quarter ended March 29, 2026 was $ 0.5 million.

Contract cost amortization expense for the quarter ended March 30, 2025 was $ 0.2 million.

Inventories at March 29, 2026 and December 28, 2025 were as follows (in millions):

2026 December 28,

7 unchanged sentences

Property, Plant and Equipment

Property, plant and equipment at September 28, 2025 and December 29, 2024 was as follows (in millions):

September 28,

Property, plant and equipment at March 29, 2026 and December 28, 2025 was as follows (in millions):

2026 December 28,

5 unchanged sentences

Total property, plant and equipment, net $ 1,951.5 $ 1,940.6

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.

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.

The construction in progress portion of property, plant and equipment at March 29, 2026 and December 28, 2025 was $ 375.2 million and $ 359.4 million, respectively.

Capital expenditures on the consolidated statement of cash flows for the quarters ended March 29, 2026 and March 30, 2025 exclude $ 31.4 million and $ 26.0 million, respectively, of accrued capital expenditures that were included in property, plant and equipment at March 29, 2026 and March 30, 2025, 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 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.

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 quarter ended March 30, 2025, and is excluded from segment results.

The Company received proceeds, net of transaction costs, of $ 5.0 million in 2025.

As of December 28, 2025, the Company expected to receive additional proceeds of $ 4.9 million, of which, $ 1.6 million was received during the quarter ended March 29, 2026.

These proceeds are reported as an investing activity on the consolidated statement of cash flows.

Joint Ventures

1 unchanged sentence

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

Majority-Owned Joint Venture

The Company has a 60 % interest in the Chinese joint venture known as STAL.

1 unchanged sentence

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.

Cash and cash equivalents held by STAL as of March 29, 2026 were $ 75.1 million.

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

Other income (expense), net for the quarters ended March 29, 2026 and March 30, 2025 was as follows:

(in millions) Quarter ended

March 29, 2026 March 30, 2025

Rent and royalty income $ 0.8 $ 1.5

Gains from disposal of property, plant and equipment, net 10.5 3.7 10.5 3.7

Other — — — ( 0.8 )

Total other income, net $ 0.8 $ 1.5

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.

The Company recognized restructuring charges of $ 7.0 million in the quarter ended March 29, 2026, related to the rationalization of certain domestic facilities in the HPMC segment.

These charges included $ 3.3 million of severance-related charges for approximately 100 employees and $ 3.7 million of impairment charges for equipment, leases and inventory.

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

Additionally, the $ 3.6 million restructuring reserve balance at March 29, 2026 is recorded in accrued liabilities on the consolidated balance sheet.

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).

Restructuring reserves for severance cost activity is as follows:

2 unchanged sentences

Balance at December 28, 2025 $ 0.4

Adjustments ( 1.7 )

Divestitures ( 0.5 )

Payments ( 0.1 )

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.

Balance at March 29, 2026 $ 3.6

Supplier Financing

1 unchanged sentence

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.

As of March 29, 2026 and December 28, 2025, the Company had $ 101.0 million and $ 52.8 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

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.

11 unchanged sentences

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.

During the quarterly period ended March 29, 2026, ATI Securitization sold $ 40.0 million of accounts receivable in exchange for $ 40.0 million of cash.

The Company recorded a $ 1.0 million charge associated with the sale of the accounts receivable within selling and administrative expenses on its consolidated statement of operations, which is excluded from segment results.

As of March 29, 2026, the Company has utilized $ 120 million of the maximum aggregate funding available under the Receivables facility.

There were no borrowings under the Receivables Facility during the quarterly period ended March 29, 2026.

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.

These accounts receivable sales were 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 was responsible for any credit risk associated with the sold accounts receivable.

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

As of March 29, 2026, this program has ended and no amounts were outstanding to the financial institution.

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

suppliers to receive more timely payments.

During the quarterly periods ended March 29, 2026 and March 30, 2025, the Company sold $ 131.7 million and $ 72.6 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.

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.

Debt at September 28, 2025 and December 29, 2024 was as follows (in millions):

September 28,

The losses associated with these transactions, which were $ 1.4 million for both quarters ended March 29, 2026 and March 30, 2025, respectively, are reflected in the Company’s consolidated statements of operations and are excluded from segment results.

Debt at March 29, 2026 and December 28, 2025 was as follows (in millions):

2026 December 28,

4 unchanged sentences

4.875 % Notes due 2029

Allegheny Ludlum 6.95 % Debentures due 2025 (a)

ABL Term Loan 200.0 200.0

6 unchanged sentences

Long-term debt $ 1,794.7 $ 1,718.3

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

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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 term runs through June of 2030.

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.

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 29, 2026.

Additionally, the Company must demonstrate minimum liquidity specified by the facility during the 90 -day period immediately preceding the stated maturity date of its 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

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.

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 March 29, 2026, there were $ 75.0 million outstanding borrowings under the revolving portion of the ABL facility, and $ 29.3 million was utilized to support the issuance of letters of credit.

There were average revolving credit borrowings of $ 62.8 million bearing an average annual interest rate of 5.4 % under the ABL facility for the quarter ended March 29, 2026.

There were no revolving credit borrowings under the ABL facility during the quarter ended March 30, 2025.

The Company also has foreign credit facilities, primarily in China, that total $ 74.2 million based on March 29, 2026 foreign exchange rates, $ 1.0 million of which was drawn as of March 29, 2026.

There were no amounts drawn under foreign credit facilities as of December 28, 2025.

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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.

However, as of March 29, 2026, 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.

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 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.

At March 29, 2026, the outstanding financial derivatives used to hedge the Company’s exposure to energy cost volatility consisted of natural gas cost hedges.

At March 29, 2026, the Company hedged approximately 60 % of its forecasted domestic requirements for natural gas for the remainder of 2026 and approximately 25 % for 2027.

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

3 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 September 28, 2025, the Company had no material outstanding foreign currency forward contracts.

At March 29, 2026, 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 were no outstanding derivative interest rate contracts at March 29, 2026.

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 September 28,

Balance sheet location March 29,

2026 December 28,

11 unchanged sentences

Natural gas contracts Other long-term liabilities 0.4 0.4

Nickel and other raw material contracts Other long-term liabilities 0.1 —

Total derivatives designated as hedging instruments $ 2.5 $ 1.8

1 unchanged sentence

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.

There were no outstanding fair value hedges as of March 29, 2026.

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 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):

Assuming market prices remain constant with those at March 29, 2026, a pre-tax loss of $ 0.4 million is expected to be recognized over the next 12 months.

Activity for derivatives designated as cash flow hedges for the quarters ended March 29, 2026 and March 30, 2025 was as follows (in millions):

Amount of Gain (Loss)

5 unchanged sentences

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 )

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

Derivatives in Cash Flow Hedging Relationships March 29, 2026 March 30, 2025 March 29, 2026 March 30, 2025

Nickel and other raw material contracts $ 0.9 $ 0.7 $ 0.4 $ ( 1.0 )

1 unchanged sentence

Foreign exchange contracts 0.3 ( 0.1 ) 0.2 0.1

Interest rate swap — — — 1.2

Total $ 1.8 $ 4.9 $ 2.2 $ ( 0.8 )

(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.

(a) The gains (losses) reclassified from accumulated OCI into income related to the derivatives, with the exception of any interest rate swaps, 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.

2 unchanged sentences

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.

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 $ 1.0 million of expense, net for settled foreign currency forward contracts that were not designated as hedges during the quarter ended March 29, 2026, and $ 1.8 million of income, net, during the quarter ended March 30, 2025, which offset foreign currency gains/losses in the relevant currency.

We have no significant outstanding hedges that are not designated as of March 29, 2026.

Fair Value of Financial Instruments

The estimated fair value of financial instruments at September 28, 2025 was as follows:

The estimated fair value of financial instruments at March 29, 2026 was as follows:

Fair Value Measurements at Reporting Date Using

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Liabilities 1.8 1.8 — 1.8

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

1,761.0 1,787.9 1,476.9 311.0

(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.

23 unchanged sentences

The Company operates under two business segments:

High Performance Materials & Components (HPMC) and Advanced Alloys & Solutions (AA&S).

HPMC and AA&S.

ATI’s Chief Operating Decision Maker (CODM) is the Chief Executive Officer.

4 unchanged sentences

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

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

Year-to-date period ended

September 28, 2025 Year-to-date period ended

September 29, 2024

Quarter ended March 29, 2026 Quarter ended March 30, 2025

HPMC AA&S Total HPMC AA&S Total

15 unchanged sentences

Restructuring and other charges ( 26.4 ) ( 5.6 )

Loss on sales of businesses, net ( 2.6 ) —

Loss on sales of businesses — ( 3.7 )

Income before taxes $ 136.6 $ 121.5

5 unchanged sentences

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.

Total international sales for the quarter ended March 29, 2026 were $ 459.0 million and $ 500.6 million for the quarter ended March 30, 2025.

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

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).

to customers in other countries for the quarter ended March 29, 2026 were $ 375.3 million and $ 414.9 million for the quarter ended March 30, 2025.

Restructuring and other charges of $ 26.4 million for the quarter ended March 29, 2026 include $ 11.1 million of start-up and transaction-related costs and $ 1.1 million of restructuring-related impairment costs, which are primarily included within cost of sales on the consolidated statements of operations, and $ 7.0 million of restructuring-related severance and impairment costs, $ 4.8 million of transformation-related costs, and $ 2.4 million of losses on the sale of accounts receivable, which are included within selling and administrative expenses on the consolidated statements of operations.

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.

These charges also include $ 1.6 million of losses on the sale of accounts receivables, which are included within selling and administrative expenses on the consolidated statements of operations.

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

Quarter ended

(In millions) March 29, 2026 March 30, 2025

Depreciation and amortization:

9 unchanged sentences

Identifiable assets:

September 28, 2025 December 29, 2024

March 29, 2026 December 28, 2025

High Performance Materials & Components $ 2,267.1 $ 2,368.6

3 unchanged sentences

Total assets $ 5,234.1 $ 5,099.6

($ in millions) September 28, 2025 Percent

($ in millions) March 29, 2026 Percent

of total December 28, 2025 Percent

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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):

For the quarters ended March 29, 2026 and March 30, 2025, 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

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

March 29, 2026 March 30, 2025 March 29, 2026 March 30, 2025

Service cost - benefits earned during the year $ 1.4 $ 1.3 $ 0.1 $ 0.1

4 unchanged sentences

Total retirement benefit expense $ 2.2 $ 1.7 $ 3.6 $ 3.6

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.

For the quarter ended March 29, 2026, the Company’s effective tax rate was 11.8 %, resulting in an income tax provision of $ 16.1 million.

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

The effective tax rate for the quarter ended March 29, 2026 included discrete tax benefits of $ 11.9 million, primarily related to share-based compensation.

Excluding discrete tax impacts, the Company’s effective tax rate for the quarter ended March 29, 2026 was 20.5 %.

The effective tax rate for the quarter ended March 30, 2025 included discrete tax benefits of $ 5.1 million.

Excluding discrete tax impacts, the Company’s effective tax rate for the quarter ended March 30, 2025 was 21.5 %.

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

(In millions, except per share amounts) Quarter ended

March 29, 2026 March 30, 2025

Numerator for basic income per common share –

Net income attributable to ATI $ 118.2 $ 97.0

Effect of dilutive securities:

3.5 % Convertible Senior Notes due 2025

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 for basic net income per common share – weighted average shares 136.7 141.7

1 unchanged sentence

Share-based compensation 1.9 2.5

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 138.6 144.2

1 unchanged sentence

Diluted net income attributable to ATI per common share $ 0.85 $ 0.67

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.

In the quarter ended March 29, 2026, ATI used $ 75.0 million to repurchase 0.5 million of its common stock under the Share Repurchase Program.

At March 29, 2026, the Company has utilized $ 655 million of the $ 700 million currently authorized under its previous Share Repurchase Program, announced in September 2024.

As of March 29, 2026, total share repurchase authorization remaining under the Company's active Share Repurchase Programs was $ 545 million.

In the quarter period ended March 30, 2025, ATI used $ 70.0 million to repurchase 1.2 million 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.

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):

The changes in AOCI by component, net of tax, for the quarter ended March 29, 2026 were as follows (in millions):

benefit plans Currency

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Attributable to ATI:

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

Balance, December 28, 2025 $ ( 32.2 ) $ ( 52.1 ) $ 0.6 $ 23.3 $ ( 60.4 )

OCI before reclassifications — ( 3.1 ) 1.8 — ( 1.3 )

Amounts reclassified from AOCI (a) 0.9 (c) — (d) 1.4 (e) — 2.3

Amounts reclassified from AOCI (a) 1.0 — (b)

( 2.2 ) — ( 1.2 )

Net current-period OCI 1.0 ( 3.1 ) ( 0.4 ) — ( 2.5 )

Balance, September 28, 2025 $ ( 27.9 ) $ ( 54.2 ) $ ( 0.1 ) $ 23.3 $ ( 58.9 )

Balance, March 29, 2026 $ ( 31.2 ) $ ( 55.2 ) $ 0.2 $ 23.3 $ ( 62.9 )

Attributable to noncontrolling interests:

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

Balance, December 28, 2025 $ — $ 12.0 $ — $ — $ 12.0

OCI before reclassifications — 1.3 — — 1.3

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

Amounts reclassified from AOCI — — — — —

Net current-period OCI — 1.3 — — 1.3

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):

Balance, March 29, 2026 $ — $ 13.3 $ — $ — $ 13.3

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

(b) 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).

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

benefit plans Currency

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OCI before reclassifications — 6.2 4.9 — 11.1

Amounts reclassified from AOCI (a) 2.6 (b) 5.1 (d) 3.4 (e) — 11.1

Amounts reclassified from AOCI (a) 0.9 (b) 5.1 (d)

Net current-period OCI 0.9 11.3 5.7 — 17.9

Balance, September 28, 2025 $ ( 27.9 ) $ ( 54.2 ) $ ( 0.1 ) $ 23.3 $ ( 58.9 )

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

Attributable to noncontrolling interests:

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Net current-period OCI — 1.2 — — $ 1.2

Balance, September 28, 2025 $ — $ 9.3 $ — $ — $ 9.3

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

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

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(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 September 29, 2024 were as follows (in millions):

benefit plans Currency

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):

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 — 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.

Income tax expense (benefit) on OCI items is recorded as a change in a deferred tax asset or

Amounts recognized in OCI include the impact of any deferred tax asset valuation allowances, when applicable.

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subsidiaries.

Reclassifications out of AOCI for the quarters and year-to-date periods ended September 28, 2025 and September 29, 2024 were as follows:

Reclassifications out of AOCI for the quarters ended March 29, 2026 and March 30, 2025 were as follows:

Details about AOCI Components

(In millions)

Three months ended September 28, 2025 Three months ended September 29, 2024 Year-to-date

September 28, 2025 Year-to-date

September 29, 2024 Affected line item in the statements

Three months ended March 29, 2026 Three months ended March 30, 2025 Affected line item in the statements

of operations

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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

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 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 29, 2026, the Company’s reserves for environmental remediation obligations totaled approximately $ 15 million, of which $ 7 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;

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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.

During the quarter ended March 29, 2026, the Company did not recognize a benefit related to these credits.

As of March 29, 2026, The Company has approximately $ 5 million of remaining deferred retention tax credits with statute of limitations expirations 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.

15 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