What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-07 · 259 added, 157 removed, 777 unchanged (35% of the section changed)

4 unchanged sentences

Three months ended

(As Restated)

June 30, Six months ended

2026 2025 2026 2025

(As Restated) (As Restated)

Related parties $ 330.9 $ 367.6 $ 636.8 $ 746.3

2 unchanged sentences

Cost of goods sold (1)

524.2 594.5 1,054.6 1,171.1

Gross profit 227.9 33.6 346.7 90.9

6 unchanged sentences

Interest income 4.4 1.9 7.5 3.7

Net loss on forward and derivative contracts - nonaffiliates ( 65.3 ) ( 5.4 )

Net gain (loss) on forward and derivative contracts - nonaffiliates 7.1 ( 15.6 ) ( 58.2 ) ( 21.0 )

Gain on insurance proceeds - net 40.1 — 73.1 —

Other loss - net ( 5.5 ) ( 3.4 )

Income before income taxes 328.8 24.0

Income tax expense ( 1.8 ) ( 1.6 )

Net income 327.0 22.4

Other income (loss) - net 3.8 ( 5.7 ) ( 1.7 ) ( 9.1 )

Income (loss) before income taxes 256.9 ( 13.0 ) 585.7 11.0

Income tax (expense) benefit ( 12.1 ) 1.3 ( 13.9 ) ( 0.3 )

Equity in losses of unconsolidated subsidiaries ( 1.0 ) — ( 1.0 ) —

Net income (loss) 243.8 ( 11.7 ) 570.8 10.7

Net loss attributable to noncontrolling interests ( 5.5 ) ( 7.1 ) ( 16.0 ) ( 14.4 )

Net income attributable to Century stockholders 337.5 29.7

Net income (loss) attributable to Century stockholders 249.3 ( 4.6 ) 586.8 25.1

net income allocated to participating securities — — — 1.3

Net income allocated to common stockholders $ 337.5 $ 28.2

(1) Purchases from related party were $ 64.2 million and $ 88.3 million for the three months ended March 31, 2026 and 2025, respectively.

Net income attributable to Century stockholders per common share:

Net income (loss) allocated to common stockholders $ 249.3 $ ( 4.6 ) $ 586.8 $ 23.8

(1) Purchases from related party were $ 104.3 million and $ 51.8 million for the three months ended June 30, 2026 and 2025, respectively.

Purchases from related party were $ 168.5 million and $ 140.1 million for the six months ended June 30, 2026 and 2025, respectively.

Net income (loss) attributable to Century stockholders per common share:

Basic $ 2.52 $ ( 0.05 ) $ 5.93 $ 0.26

5 unchanged sentences

CENTURY ALUMINUM COMPANY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in millions)

Three months ended

(As Restated)

Comprehensive income:

Net income $ 327.0 $ 22.4

June 30, Six months ended

2026 2025 2026 2025

(As Restated) (As Restated)

Comprehensive income (loss):

Net income (loss) $ 243.8 $ ( 11.7 ) $ 570.8 $ 10.7

Other comprehensive income before income tax effect:

Net gain on foreign currency cash flow hedges reclassified as income ( 0.1 ) ( 0.1 ) ( 0.1 ) ( 0.1 )

Defined benefit plans and other postretirement benefits:

1 unchanged sentence

Amortization of prior service benefit during the period 0.2 — 0.3 0.1

Amortization of net loss during the period 2.0 1.6

Amortization of net (gain) loss during the period ( 0.6 ) 1.6 1.4 3.2

Other comprehensive income before income tax effect 1.9 1.5 12.9 3.2

1 unchanged sentence

Other comprehensive income 1.9 1.5 12.9 3.2

Comprehensive income 338.0 24.1

Comprehensive income (loss) 245.7 ( 10.2 ) 583.7 13.9

Comprehensive loss attributable to noncontrolling interests ( 4.5 ) ( 7.1 ) ( 10.7 ) ( 14.4 )

Comprehensive income attributable to Century stockholders $ 344.2 $ 31.4

Comprehensive income (loss) attributable to Century stockholders $ 250.2 $ ( 3.1 ) $ 594.4 $ 28.3

See Condensed Notes to the Consolidated Financial Statements

2 unchanged sentences

(in millions)

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Cash and cash equivalents $ 343.4 $ 134.2

43 unchanged sentences

(in millions)

Three months ended March 31,

Six months ended June 30,

(As Restated)

41 unchanged sentences

(in millions)

Three months ended March 31,

Six months ended June 30,

Supplemental Cash Flow Information:

12 unchanged sentences

Three months ended

March 31, 2026

Balance, December 31, 2025 — $ — 98,969,007 $ 1.1 $ 2,571.5 $ ( 86.3 ) $ ( 55.2 ) $ ( 1,625.5 ) $ 805.6 $ 124.3 $ 929.9

June 30, 2026

Balance, March 31, 2026 — $ — 98,974,047 $ 1.1 $ 2,572.7 $ ( 86.3 ) $ ( 48.5 ) $ ( 1,288.1 ) $ 1,150.9 $ 133.6 $ 1,284.5

Net income (loss) — — — — — — — 249.3 249.3 ( 5.5 ) 243.8

2 unchanged sentences

Contributions from noncontrolling interest — — — — — — — — — 2.3 2.3

Balance, March 31, 2026 — $ — 98,974,047 $ 1.1 $ 2,572.7 $ ( 86.3 ) $ ( 48.5 ) $ ( 1,288.1 ) $ 1,150.9 $ 133.6 $ 1,284.5

Balance, June 30, 2026 — $ — 98,993,295 $ 1.1 $ 2,574.5 $ ( 86.3 ) $ ( 47.6 ) $ ( 1,038.6 ) $ 1,403.1 $ 131.4 $ 1,534.5

Three months ended

March 31, 2025

June 30, 2025

Balance, March, 31, 2025

(As Restated) 49,679 $ — 93,296,937 $ 1.0 $ 2,550.8 $ ( 86.3 ) $ ( 101.6 ) $ ( 1,637.6 ) $ 726.3 $ 111.5 837.8

Net income (loss) — — — — — — — ( 4.6 ) ( 4.6 ) ( 7.1 ) ( 11.7 )

Other comprehensive income — — — — — — 1.5 — 1.5 — 1.5

Share-based compensation — — 25,707 — 1.2 — — — 1.2 — 1.2

Conversion of preferred stock to common stock ( 165 ) — 16,477 — — — — — — — —

Contributions from noncontrolling interest — — — — — — — — — 18.6 18.6

Balance, June 30, 2025

(As Restated) 49,514 $ — 93,339,121 $ 1.0 $ 2,552.0 $ ( 86.3 ) $ ( 100.1 ) $ ( 1,642.2 ) $ 724.4 $ 123.0 $ 847.4

See Condensed Notes to the Consolidated Financial Statements

CENTURY ALUMINUM COMPANY

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(in millions, except share data)

Preferred stock Common stock Additional paid-in capital Treasury stock, at cost Accumulated other comprehensive loss Accumulated

deficit Total Century equity Noncontrolling Interest Total equity

Shares Amount Shares Amount

Six months ended

June 30, 2026

Balance, December 31, 2025 — $ — 98,969,007 $ 1.1 $ 2,571.5 $ ( 86.3 ) $ ( 55.2 ) $ ( 1,625.5 ) $ 805.6 $ 124.3 $ 929.9

Net income (loss) — — — — — — — 586.8 586.8 ( 16.0 ) 570.8

Other comprehensive income — — — — — — 7.6 — 7.6 5.3 12.9

Share-based compensation — — 24,288 — 3.0 — — — 3.0 — 3.0

Contributions from noncontrolling interest — — — — — — — — — 17.8 17.8

Balance, June 30, 2026 — $ — 98,993,295 $ 1.1 $ 2,574.5 $ ( 86.3 ) $ ( 47.6 ) $ ( 1,038.6 ) $ 1,403.1 $ 131.4 $ 1,534.5

Six months ended

June 30, 2025

Balance, December 31, 2024 (As Restated) 49,715 — 93,288,565 $ 1.0 $ 2,550.2 $ ( 86.3 ) $ ( 103.3 ) $ ( 1,667.3 ) $ 694.3 $ 111.0 $ 805.3

4 unchanged sentences

Contributions from noncontrolling interest — — — — — — — — — 26.4 26.4

Balance, March 31, 2025

Balance, June 30, 2025

(As Restated) 49,514 $ — 93,339,121 $ 1.0 $ 2,552.0 $ ( 86.3 ) $ ( 100.1 ) $ ( 1,642.2 ) $ 724.4 $ 123.0 $ 847.4

2 unchanged sentences

Condensed Notes to the Consolidated Financial Statements

Three months ended March 31, 2026 and 2025

Six months ended June 30, 2026 and 2025

(amounts in millions, except share and per share amounts)

6 unchanged sentences

In management’s opinion, the unaudited interim consolidated financial statements reflect all adjustments, which are of a normal and recurring nature, that are necessary for a fair presentation of financial results for the interim periods presented.

Operating results for the first three months of 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

Operating results for the first six months of 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

Our consolidated financial statements include the consolidated results of the Jamalco joint venture ("Jamalco"), an unincorporated joint venture between Clarendon Alumina Production Limited ("CAP") and General Alumina Jamaica Limited ("GAJL"), an indirect, wholly-owned subsidiary of the Company through General Alumina Holdings Limited ("GAHL").

2 unchanged sentences

These immaterial reclassifications had no effect on the previously reported net income or net cash flows.

As noted in the Company's Form 10-K for the fiscal year ending December 31, 2025, as filed with the SEC on March 3, 2026, the Company has restated the comparative financial statements including the Consolidated Statement of Operations, Consolidated Balance Sheets, and Consolidated Statement of Stockholders' Equity as of and for the three months ended March 31, 2025, and applicable footnotes.

As noted in the Company's Form 10-K for the fiscal year ending December 31, 2025, as filed with the SEC on March 3, 2026, the Company has restated the comparative financial statements including the Consolidated Statement of Operations, Consolidated Balance Sheets, and Consolidated Statement of Stockholders' Equity as of and for the three and six months ended June 30, 2025, and applicable footnotes.

The restatement reflects a change related to the consolidation of the Company's Jamalco joint venture whereby the Company previously used the proportionate method of consolidation for certain of Jamalco's net assets versus the full consolidation method.

The change in consolidation method did not have any impact on our net income attributable to Century stockholders for the periods that were restated.

The following tables present a summary of the effects of the correction of the Company’s previously issued consolidated financial statements as of and for three months ended March 31, 2025.

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

The following tables present a summary of the effects of the correction of the Company’s previously issued consolidated financial statements as of and for the three months ended June 30, 2025.

The effects of the corrections described above to the Company's consolidated statements of operations are shown below.

Three months ended March 31, 2025

Three months ended June 30, 2025

As Previously

4 unchanged sentences

Operating income 20.7 ( 2.6 ) 18.1

Income before income taxes 27.3 ( 3.3 ) 24.0

Net income 25.7 ( 3.3 ) 22.4

Loss before income taxes ( 10.4 ) ( 2.6 ) ( 13.0 )

Net loss ( 9.1 ) ( 2.6 ) ( 11.7 )

Net loss attributable to noncontrolling interests ( 4.5 ) ( 2.6 ) ( 7.1 )

Net income attributable to Century stockholders 29.7 — 29.7

Net loss attributable to Century stockholders ( 4.6 ) — ( 4.6 )

Net income allocated to participating securities — — —

Net income allocated to common stockholders $ 28.2 $ — $ 28.2

The effects of the corrections described above to the Company's consolidated balance statements were are shown below.

March 31, 2025

Net loss allocated to common stockholders $ ( 4.6 ) $ — $ ( 4.6 )

The effects of the corrections described above to the Company's consolidated balance statements are shown below.

June 30, 2025

As Previously Reported Restatement Impacts As Restated

20 unchanged sentences

The effects of the corrections described above to the Company's consolidated statements of shareholders' equity are shown below.

Three Months Ended March 31, 2025

Three months ended June 30, 2025

(As Previously Reported) Noncontrolling interest Total equity

Balance, December 31, 2024 $ ( 31.6 ) $ 662.7

Balance, March 31, 2025 $ ( 35.6 ) $ 690.7

Net income (loss) ( 4.5 ) ( 9.1 )

1 unchanged sentence

Share-based compensation — 1.2

Noncontrolling interest of business acquired — —

Balance, March 31, 2025 $ ( 35.6 ) $ 690.7

Contributions from noncontrolling interest — —

Balance, June 30, 2025 $ ( 40.1 ) $ 684.3

(Restatement Impacts)

Net income (loss) $ ( 2.6 ) $ ( 2.6 )

Noncontrolling interest of business acquired 7.8 7.8

Contributions from noncontrolling interest 18.6 18.6

(As Restated)

Balance, December 31, 2024 111.0 805.3

Balance, March 31, 2025 111.5 837.8

Net income (loss) ( 7.1 ) ( 11.7 )

1 unchanged sentence

Share-based compensation — 1.2

Noncontrolling interest of business acquired 7.8 7.8

Balance, March 31, 2025 $ 111.5 $ 837.8

Contributions from noncontrolling interest 18.6 18.6

Balance, June 30, 2025 $ 123.0 $ 847.4

Recent Accounting Pronouncements

13 unchanged sentences

The Company's policy on income grants under IAS 20 aligns with the updated guidance, and the Company does not expect a material effect on its consolidated financial statements upon adoption.

Related Party Transactions

The significant related party transactions occurring during the three months ended March 31, 2026 and 2025 are described below.

All of our related party transactions are subject to the Company's Related Party Transaction Policy and are required to be made on an arm's length basis and on terms that are fair and reasonable to the Company and substantially the same as would

In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818), which introduces a comprehensive model that establishes recognition, measurement, presentation, and disclosure requirements for environmental credits and, when applicable, compliance obligations that may be settled by using environmental credits.

The new standard is effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, applied retrospectively by making a cumulative-effect adjustment to the opening balance of retained earnings.

Early adoption is permitted.

If an entity adopts the standard in an interim reporting period, it must adopt the guidance as of the

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

apply if the other party was not a related party.

beginning of the annual reporting period that includes that interim reporting period.

The Company's policy for environmental credit accounting aligns with the standard and there will be no material impact to the consolidated financial statements.

The standard will require certain additional disclosures.

Related Party Transactions

The significant related party transactions occurring during the three and six months ended June 30, 2026 and 2025 are described below.

We believe all of our transactions with related parties are at prices that approximate market.

Glencore Ownership

As of March 31, 2026 , Glencore plc and its affiliates (together "Glencore") beneficially own ed 30.0 % of Cen tury’s outstanding common stock.

As of June 30, 2026 , Glencore plc and its affiliates (together "Glencore") beneficially own ed 30.0 % of Cen tury’s outstanding common stock.

Century and Glencore enter into various transactions from time to time, such as the purchase and sale of primary aluminum, alumina and other raw materials;

2 unchanged sentences

Sales to Glencore

For the three months ended March 31, 2026 and 2025, we derived approximatel y 47.1 % and 59.7 %, respectively, of our consolidated net sales from Glencore.

For the three months ended June 30, 2026 and 2025, we derived approximatel y 44.0 % and 58.5 %, respectively, of our consolidated net sales from Glencore.

For the six months ended June 30, 2026 and 2025, we derived approximatel y 45.5 % and 59.1 %, respectively, of our consolidated net sales from Glencore.

Glencore purchases aluminum produced at our U.S.

2 unchanged sentences

We have entered into agreements with Glencore pursuant to which we sell certain amounts of alumina at market-based prices.

For the three months ended March 31, 2026 and 2025, the Company recogniz ed $ 61.3 million and $ 78.4 million , respectively, of revenue related to alumina sales to Glencore.

For the three and six months ended June 30, 2026, the Company recogniz ed $ 50.2 million and $ 111.5 million, respectively, of revenue related to alumina sales to Glencore.

For the three and six months ended June 30, 2025, the Company recogniz ed $ 48.0 million and $ 126.4 million, respectively, of revenue related to alumina sales to Glencore.

Purchases from Glencore

We purchase a portion of our alumina and certain other raw material requirements from Glencore.

Alumina purchases from Glencore during the three months ended March 31, 2026 and 2025 were priced based on aluminum indices.

Alumina purchases from Glencore during the three and six months ended June 30, 2026 and 2025 were priced based on aluminum indices.

A summary of the aforementioned significant related party sales and purchases is as follows:

Three months ended

June 30, Six months ended

2026 2025 2026 2025

Net sales to Glencore $ 330.9 $ 367.6 $ 636.8 $ 746.3

3 unchanged sentences

The availability period for borrowings under the Vlissingen Credit Facility was extended by two years and now ends on December 2, 2026.

Under the Vlissingen Credit Facility, Vlissingen may borrow from time to time up to $ 90.0 million in one or more loans at a variable interest rate equal to the 1-month SOFR rate plus 3.687 percentage points, subject to an absolute maximum level of 9.00 % and an absolute minimum level of 7.00 %.

As of March 31, 2026, there were no outstanding borrowings under the Vlissingen Credit Facility.

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

level of 7.00 %.

As of June 30, 2026, there were no outstanding borrowings under the Vlissingen Credit Facility .

Debt for additional information.

Borrowings under the Vlissingen Credit Facility are expected to be used for general corporate and working capital purposes of Century and its subsidiaries.

Any borrowings under the Vlissingen Credit Facility are expected to be used for general corporate and working capital purposes of Century and its subsidiaries.

We enter into contracts to sell mainly primary aluminum to our customers.

1 unchanged sentence

Our obligations under the contracts are satisfied when we transfer control of our primary aluminum to our customers which is generally upon shipment or delivery to customer directed locations.

The amount of consideration we receive, thus the revenue we recognize, is a function of volume delivered, market price of primary

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

aluminum, which is based on the LME, plus regional premiums and any value-added product premiums.

The amount of consideration we receive, thus the revenue we recognize, is a function of volume delivered, market price of primary aluminum, which is based on the LME, plus regional premiums and any value-added product premiums.

For alumina, consideration is based on the alumina pricing index, plus Atlantic differential.

8 unchanged sentences

Contract liabilities are recorded when cash payments are received or due in advance of performance.

Amounts recognized in Due to affiliates was $ 20.8 million and $ 31.2 million, as of March 31, 2026 and December 31, 2025, respectively.

The table below shows the amount of net sales to external customers for each of the Company's product categories which accounted for 10% or more of consolidated net sales in either period for the three months ended March 31, 2026 and 2025.

Amounts recognized in Due to affiliates was $ 32.3 million and $ 31.2 million, as of June 30, 2026 and December 31, 2025, respectively.

Net Sales Three months ended

June 30, Six months ended

2026 2025 2026 2025

Aluminum $ 701.9 $ 568.6 $ 1,289.8 $ 1,104.4

5 unchanged sentences

Three months ended

June 30, Six months ended

2026 2025 2026 2025

United States $ 630.9 $ 391.8 $ 1,192.8 $ 805.6

5 unchanged sentences

On February 2, 2026, we completed the sale of the facility to an affiliate of Terawulf, Inc.

for $ 200.0 million in cash and a 6.8 % non-dilutive minority equity interest in Raylan Data Holdings LLC (the "Minority Interest"), a joint venture that intends to develop and own a high-performance computing/artificial intelligence data center on the site.

We also have the right to require the majority holder to purchase the Minority Interest for $ 300.0 million starting on the first anniversary of the data center’s commencement of the data center's operations—defined as delivering at least 375 MW of critical IT load to data center customers (the "Put Option").

The Minority Interest and Put Option were measured at fair value at the acquisition date as one unit of account and will be accounted for using the equity method.

We recognized a gain of $ 287.9 million in connection with the sale.

for $ 200.0 million in cash and a 6.8 % non-dilutive minority equity interest in Raylan Data Holdings LLC (the "Minority Interest"), a joint venture that intends to develop and own a high-

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

performance computing/artificial intelligence data center on the site.

The Minority Interest and Put Option were measured at fair value at the acquisition date as one unit of account and accounted for using the equity method.

The value of the equity method investment is recorded within Other assets on the Consolidated Balance Sheet.

Fair Value Measurements for additional information on the valuation of the Minority Interest and Put Option.

We recognized a gain of $ 287.9 million in connection with the sale.

The major classes of assets and liabilities that were sold are as follows:

2 unchanged sentences

Asset retirement obligations 8.8

As a result of the sale, in accordance with a debt covenant, we set aside part of the cash proceeds restricted for use only on capital expenditures or otherwise invested in our business, of which $ 88.1 million remains on our Consolidated Balance Sheets at March 31, 2026.

For the three months ended March 31, 2026 and 2025, we recorded an income tax expense of $ 1.8 million and $ 1.6 million, respectively.

As a result of the sale, in accordance with a debt covenant, we set aside part of the cash proceeds restricted for use only on capital expenditures or otherwise invested in our business, of which $ 44.8 million remains on our Consolidated Balance Sheets at June 30, 2026.

For the three months ended June 30, 2026 we recorded an income tax expense of $ 12.1 million and, for the three months ended June 30, 2025, we recorded an income tax benefit of $ 1.3 million, respectively.

For the six months ended June 30, 2026 and 2025, we recorded an income tax expense of $ 13.9 million and $ 0.3 million, respectively.

The change is primarily due to changes in pretax income amounts and jurisdictional mix on a year over year basis.

3 unchanged sentences

The application of the accounting requirements for income taxes in interim periods, after consideration of our valuation allowance on domestic losses, causes a significant variation in the typical relationship between income tax expense/benefit and pretax accounting income/loss as reported on the Consolidated Statements of Operations.

As of March 31, 2026, all of Century's U.S.

The Company evaluates the realizability of its deferred tax assets on a quarterly basis using all available evidence, both positive and negative.

The realization of deferred tax assets is dependent on the Company's ability to generate sufficient future taxable income during periods prior to the expiration of tax attributes to fully utilize these assets.

As of June 30, 2026, all of Century's U.S.

and certain foreign deferred tax assets, net of deferred tax liabilities, continue to be subject to a full valuation allowance.

Based on the Company’s assessment of current and anticipated future earnings, it is reasonably possible that sufficient positive evidence of sustained U.S.

profitability may become available within the next 12 months to reach a conclusion that the U.S.

valuation allowance will no longer be needed.

Release of the valuation allowance would result in the recognition of certain deferred tax assets and a corresponding decrease to income tax expense in the period the release is recorded.

The timing and amount of any valuation allowance release could vary based on the level of profitability that the Company is actually able to achieve.

Section 45X of the Inflation Reduction Act of 2022 ("IRA") contains a production tax credit equal to 10% of certain eligible production costs, including, without limitation, labor, energy, depreciation and amortization and overhead expenses.

2 unchanged sentences

The IRA Regulations provide guidance on rules that taxpayers must satisfy to qualify for the IRA Section 45X tax credit.

For the three months ended March 31, 2026 and 2025, the Company recognized a reduction of $ 25.0 million and $ 19.9 million in Cost of goods sold and a reduction of $ 0.7 million and $ 0.8 million in Selling, general and administrative expenses, respectively, within the Consolidated Statements of Operations.

For the three months ended June 30, 2026 and 2025, the Company recognized a reduction of $ 26.3 million and $ 21.9 million in Cost of goods sold and a reduction of $ 0.6 million and $ 0.5 million in Selling, general and administrative expenses, respectively, within the Consolidated

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

Statements of Operations.

For the six months ended June 30, 2026 and 2025, the Company recognized a reduction of $ 51.3 million and $ 41.8 million in Cost of goods sold and a reduction of $ 1.3 million and $ 1.3 million in Selling, general and administrative expenses, respectively, within the Consolidated Statements of Operations .

Earnings Per Share

3 unchanged sentences

In prior periods, dilutive common equivalent shares are calculated using the more dilutive of either the if-converted or two-class methods.

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

The following table shows the basic and diluted earnings per share:

For the three months ended March 31,

Net Income (Loss) Shares

For the three months ended June 30,

Net Income Shares

(in millions)

$ Per Share Net Income (Loss) Shares

$ Per Share Net Loss Shares

(in millions)

Net income (loss) attributable to Century stockholders $ 249.3 $ ( 4.6 )

net income allocated to participating securities — —

Net income (loss) allocated to common stockholders $ 249.3 99.0 $ 2.52 $ ( 4.6 ) 93.3 $ ( 0.05 )

Effect of Dilutive Securities (1) :

Share-based compensation — 1.2 — —

Convertible senior notes 0.7 4.6 — —

Net income (loss) allocated to common stockholders $ 250.0 104.8 $ 2.39 $ ( 4.6 ) 93.3 $ ( 0.05 )

For the six months ended June 30,

Net Income Shares

(in millions)

$ Per Share Net Income Shares

(in millions)

Net income attributable to Century stockholders $ 586.8 $ 25.1

net income allocated to participating securities — 1.3

Net income allocated to common stockholders $ 337.5 99.0 $ 3.41 $ 28.2 93.3 $ 0.30

Net income (loss) allocated to common stockholders $ 586.8 99.0 $ 5.93 $ 23.8 93.3 $ 0.26

Effect of Dilutive Securities (1) :

1 unchanged sentence

Convertible senior notes 1.4 4.6 — —

Net income allocated to common stockholders $ 338.2 104.6 $ 3.23 $ 28.9 99.2 $ 0.29

Net income (loss) allocated to common stockholders $ 588.2 104.7 $ 5.62 $ 23.8 94.6 $ 0.25

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

Securities excluded from the calculation of diluted EPS (in millions) (1) :

Three months ended

June 30, Six months ended

2026 2025 2026 2025

Share-based compensation 0.6 1.7 0.6 0.7

Convertible preferred shares — 5.0 — 5.0

Convertible notes — 4.6 — 4.6

(1) In periods when we report a net loss, all share-based compensation awards, convertible preferred shares and convertible senior notes are excluded from the calculation of diluted weighted average shares outstanding because of their anti-dilutive effect on earnings (loss) per share.

1 unchanged sentence

Components of AOCL:

March 31, 2026

June 30, 2026

December 31, 2025

8 unchanged sentences

(1) The allocation of the income tax effect to the components of other comprehensive loss is as follows:

March 31, 2026

June 30, 2026

December 31, 2025

6 unchanged sentences

Defined benefit plan and other postretirement liabilities Unrealized gain on financial instruments Total, net of tax

Balance, December 31, 2025 $ ( 56.4 ) $ 1.2 $ ( 55.2 )

Balance, March 31, 2026 $ ( 49.7 ) $ 1.2 $ ( 48.5 )

Other comprehensive loss before reclassifications 1.5 ( 0.1 ) 1.4

Net amount reclassified to net income (loss) ( 0.4 ) ( 0.1 ) ( 0.5 )

Balance, June 30, 2026 $ ( 48.6 ) $ 1.0 $ ( 47.6 )

Balance, March 31, 2025 $ ( 102.9 ) $ 1.3 $ ( 101.6 )

Net amount reclassified to net income (loss) 1.6 ( 0.1 ) 1.5

Balance, June 30, 2025 $ ( 101.3 ) $ 1.2 $ ( 100.1 )

Balance, December 31, 2025 $ ( 56.4 ) $ 1.2 $ ( 55.2 )

1 unchanged sentence

Net amount reclassified to net income (loss) 1.5 ( 0.1 ) 1.4

Balance, March 31, 2025 $ ( 102.9 ) $ 1.3 $ ( 101.6 )

Balance, June 30, 2026 $ ( 48.6 ) $ 1.0 $ ( 47.6 )

Balance, December 31, 2024 $ ( 104.6 ) $ 1.3 $ ( 103.3 )

Net amount reclassified to net income (loss) 3.3 ( 0.1 ) 3.2

Balance, June 30, 2025 $ ( 101.3 ) $ 1.2 $ ( 100.1 )

Reclassifications out of AOCL were included in the Consolidated Statements of Operations as follows:

Three months ended

June 30, Six months ended

AOCL Components Location 2026 2025 2026 2025

7 unchanged sentences

Net of tax $ ( 0.1 ) $ ( 0.1 ) $ ( 0.1 ) $ ( 0.1 )

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

Components of Net Periodic Benefit Cost

Three months ended

June 30, Six months ended

Pension Benefits 2026 2025 2026 2025

5 unchanged sentences

Net periodic benefit cost $ 1.5 $ 1.6 $ 9.3 $ 3.2

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

Three months ended

June 30, Six months ended

Other Postretirement Benefits 2026 2025 2026 2025

1 unchanged sentence

Interest cost ( 0.1 ) 0.9 1.2 1.9

Amortization of net loss 0.3 0.2

Amortization of net (gain) loss ( 1.4 ) 0.1 ( 1.1 ) 0.3

Net periodic benefit cost $ ( 1.4 ) $ 1.1 $ 0.3 $ 2.3

Inventories consist of the following:

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Raw materials $ 191.0 $ 161.5

8 unchanged sentences

We categorize each fair value measurement in its entirety into the following three levels, based on the lowest level input that is significant to the entire measurement:

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

• Level 1 Inputs - quoted prices (unadjusted) in active markets for identical assets or liabilities that we can access at the measurement date.

1 unchanged sentence

• Level 3 Inputs - unobservable inputs for the asset or liability.

Recurring Fair Value Measurements As of March 31, 2026

Recurring Fair Value Measurements As of June 30, 2026

Cash equivalents $ 320.4 $ — $ — $ 320.4

4 unchanged sentences

TOTAL $ — $ 83.3 $ — $ 83.3

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

Recurring Fair Value Measurements As of December 31, 2025

15 unchanged sentences

Heavy Fuel Oil ("HFO") price swaps Discounted cash flows Quoted HFO forward market

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

When valuing Level 3 assets and liabilities, we use certain significant unobservable inputs.

1 unchanged sentence

Our estimates of significant unobservable inputs are ultimately based on our estimates of risks that market participants would consider when valuing our assets and liabilities.

During the three months ended March 31, 2026 and 2025, there were no Level 3 assets and liabilities measured at fair value on a recurring basis.

During the three and six months ended June 30, 2026 and 2025, there were no Level 3 assets and liabilities measured at fair value on a recurring basis.

We measured the Minority Interest and the Put Option as a single unit of account at fair value as of February 2, 2026, the date of acquisition.

The investment is categorized within Level 3 of the fair value hierarchy and was valued at $ 97.0 million using a sales comparison approach and a probability-weighted scenario approach incorporating a Black-Scholes option pricing model.

The valuation considered multiple scenarios based on the timing of successful commencement of the data center’s operations—defined as delivering at least 375 MW of critical IT load to data center customers, as well as a scenario in which that threshold is not achieved.

The valuation considered multiple scenarios based on the timing of successful commencement of the data center’s operations, as well as a scenario in which the conditions to exercise the Put Option are not met..

Sale of Hawesville for additional information on the acquisition of the Minority Interest and Put Option.

CENTURY ALUMINUM COMPANY

Condensed Notes to the Consolidated Financial Statements (continued)

(amounts in millions, except share and per share amounts)

The following table describes the significant unobservable inputs used in the valuation.

7 unchanged sentences

Dividend yield — %

As of March 31, 2026, we had an open position of 59,500 tonnes related to LME forward financial sales contracts to fix the forward LME aluminum price.

As of June 30, 2026, we had an open position of 58,600 tonnes related to LME forward financial sales contracts to fix the forward LME aluminum price.

These contracts are expected to settle monthly through December 2027.

2 unchanged sentences

We also enter into financial contracts with various counterparties to offset fixed price sales arrangements with certain of our customers ("fixed for floating swaps") to remain exposed to the LME and MWP aluminum prices.

As of March 31, 2026, we had 100 tonnes open fixed for floating swaps.

As of June 30, 2026, we had 40 tonnes open fixed for floating swaps.

These contracts are expected to settle monthly through August 2026.

We have entered into financial contracts to hedge a portion of our Jamalco fuel cost exposure ("HFO price swaps").

The volume of heavy fuel oil ("HFO") consumed at Jamalco is measured per barrel and as of March 31, 2026, we had an open position of 150,000 barrels.

The volume of heavy fuel oil ("HFO") consumed at Jamalco is measured per barrel and as of June 30, 2026, we had an open position of 75,000 barrels.

The HFO price swaps are expected to settle monthly through October 2026.

We have entered into financial contracts to fix a portion of our exposure to the Indiana Hub power market at our Sebree plant ("Indiana Hub power price swaps").

As of March 31, 2026, we had an open position of 957,552 MWh.

As of June 30, 2026, we had an open position of 852,960 MWh.

The Indiana Hub power price swaps are expected to settle monthly through December 2027.

Our agreements with derivative counterparties contain certain provisions requiring collateral to be posted in the event the market value of our position exceeds the margin threshold limit of our master agreement with the counterparty.

As of March 31, 2026 and December 31, 2025, the Company had no recorded restricted cash as collateral related to open derivative contracts under the master arrangements with our counterparties.

As of June 30, 2026 and December 31, 2025, the Company had no recorded restricted cash as collateral related to open derivative contracts under the master arrangements with our counterparties.

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

The following tables set forth the Company's derivative assets and liabilities that were accounted for at fair value and not designated as cash flow hedges as of March 31, 2026 and December 31, 2025, respectively:

The following tables set forth the Company's derivative assets and liabilities that were accounted for at fair value and not designated as cash flow hedges as of June 30, 2026 and December 31, 2025, respectively:

Asset Fair Value

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Commodity contracts (1)

Liability Fair Value

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Commodity contracts (1)

3 unchanged sentences

Three months ended

June 30, Six months ended

2026 2025 2026 2025

Commodity contracts $ 7.1 $ ( 15.5 ) $ ( 58.2 ) $ ( 20.9 )

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Debt classified as current liabilities:

3 unchanged sentences

Debt classified as non-current liabilities:

2.75 % convertible senior notes due May 1, 2028, net of financing fees of $ 0.7 million at March 31, 2026, interest payable semiannually

6.875 % senior secured notes due August 1, 2032, net of financing fees of $ 5.8 million at March 31, 2026, interest payable semiannually

2.75 % convertible senior notes due May 1, 2028, net of financing fees of $ 0.6 million at June 30, 2026, interest payable semiannually

6.875 % senior secured notes due August 1, 2032, net of financing fees of $ 5.6 million at June 30, 2026, interest payable semiannually

Total $ 480.0 $ 548.3

1 unchanged sentence

(2) We incur interest at a base rate plus applicable margin as defined within the agreement.

The interest rate at March 31, 2026 wa s 7.25 %.

The interest rate at June 30, 2026 wa s 7.25 %.

(3) We incur interest at a base rate plus applicable margin as defined within the agreement.

The interest rate at March 31, 2026 wa s 7.18 %.

The interest rate at June 30, 2026 wa s 7.11 %.

6.875 % Senior Secured Notes due 2032

29 unchanged sentences

and (ix) effect a consolidation or merger.

As of March 31, 2026, the total estimated fair value of the 2032 Notes was $ 413.7 million .

As of June 30, 2026, the total estimated fair value of the 2032 Notes was $ 410.5 million .

Although we use quoted market prices for identical debt instruments, the markets on which they trade are not considered to be active and are therefore considered Level 2 fair value measurements.

5 unchanged sentences

The conversion rate and conversion price are subject to customary adjustments under certain circumstances in accordance with the terms of the indenture.

As of March 31, 2026, the conversion rate remains unchanged.

As of June 30, 2026, the conversion rate remains unchanged.

Interest Rate.

10 unchanged sentences

Additionally, in the event of a corporate event constituting a fundamental change (as defined in the indenture), holders of the Convertible Notes may require us to repurchase all or a portion of their Convertible Notes at a repurchase price equal to 100 % of the principal amount of the Convertible Notes being repurchased, plus accrued and unpaid interest to, but excluding, the date of the fundamental change repurchase.

As of March 31, 2026, the if-converted value of the Convertible Notes exceeded the outstanding principal amount by $ 158.8 million .

As of March 31, 2026, the total estimated fair value of the Convertible Notes was $ 270.9 million .

As of June 30, 2026, the if-converted value of the Convertible Notes exceeded the outstanding principal amount by $ 125.5 million .

As of June 30, 2026, the total estimated fair value of the Convertible Notes was $ 212.9 million .

Although we use quoted market prices for identical debt instruments, the markets on which they trade are not considered to be active and are therefore considered Level 2 fair value measurements.

8 unchanged sentences

revolving credit facility reduce our borrowing availability on a dollar-for-dollar basis.

At March 31, 2026, there were no outstanding borrowings and $ 47.9 million of outstanding letters of credit issued under our U.S.

At June 30, 2026, there were no outstanding borrowings and $ 43.3 million of outstanding letters of credit issued under our U.S.

revolving credit facility.

3 unchanged sentences

revolving credit facility:

March 31, 2026

June 30, 2026

Credit facility maximum amount $ 250.0

28 unchanged sentences

Under the terms of the Iceland revolving credit facility, when Grundartangi borrows funds it will designate a repayment date, which may be any date prior to the maturity of the Iceland revolving credit facility.

At March 31, 2026, there were $ 66.0 million outstanding borrowings under our Iceland revolving credit facility.

The Iceland revolving credit facility matures in December 2026.

At June 30, 2026, there were no outstanding borrowings under our Iceland revolving credit facility.

On July 14, 2026, we amended the Iceland Revolving Credit Facility to extend the maturity date to December 9, 2028.

Status of our Iceland revolving credit facility:

March 31, 2026

June 30, 2026

Credit facility maximum amount $ 100.0

17 unchanged sentences

Pursuant to the terms of the Vlissingen Credit Facility, Vlissingen may borrow from time to time up to $ 90.0 million in one or more loans.

As of March 31, 2026, there were no outstanding borrowings under the Vlissingen Credit Facility.

As of June 30, 2026, there were no outstanding borrowings under the Vlissingen Credit Facility.

Vlissingen’s obligations under the Vlissingen Credit Facility are secured by liens on the ground lease on which Vlissingen’s facilities are located, Vlissingen’s moveable assets, financial assets, receivables and other assets, and Vlissingen’s shares.

8 unchanged sentences

Covenant Compliance

As of March 31, 2026, we and our subsidiaries were in compliance with financial covenants or maintained availability above applicable covenant triggers.

As of June 30, 2026, we and our subsidiaries were in compliance with financial covenants or maintained availability above applicable covenant triggers.

Hancock County Industrial Revenue Bond s

As part of the purchase price for our acquisition of the Hawesville facility, we assumed IRBs which were issued in connection with the financing of certain solid waste disposal facilities constructed at the Hawesville facility.

The IRBs bear interest at a variable rate not to exceed 12 % per annum determined weekly based upon prevailing rates for similar bonds in the industrial revenue bond market and interest on the IRBs is paid quarterly.

The IRBs bore interest at a variable rate not to exceed 12 % per annum determined weekly based upon prevailing rates for similar bonds in the industrial revenue bond market and interest on the IRBs is paid quarterly.

The IRBs were secured by a letter of credit in the amount issued under our U.S.

revolving credit facility and mature in April 2028.

revolving credit facility and were scheduled to mature in April 2028.

In connection with our sale of the Hawesville facility, on February 2, 2026, we effected a final draw under the letter of credit, defeased the IRBs and related Indenture, and irrevocably directed the Trustee to redeem the IRBs on April 1, 2026.

5 unchanged sentences

In June 2022, we entered into a surety bond facility with an insurance company to provide such bonds when applicable.

As of March 31, 2026, we had issued surety bonds totaling $ 6.6 million.

As of June 30, 2026, we had issued surety bonds totaling $ 6.6 million.

Commitments and Contingencies

10 unchanged sentences

Later in November 2009, the USW and representatives of a retiree class filed a separate suit against CAWV, Century Aluminum Company, Century Aluminum Master Welfare Benefit Plan, and various John Does with respect to the foregoing.

On August 18, 2017, the District Court for the Southern District of West Virginia approved a settlement agreement in respect of these actions, pursuant to the agreement, CAWV agreed to make payments into a trust for the benefit of the CAWV Retirees in the aggregate amount of $ 23.0 million over the course of 10 years.

Upon approval of the settlement, we paid $ 5.0 million to the aforementioned trust in September 2017 and recognized a gain of $ 5.5 million to arrive at the then-net present value of $ 12.5 million.

On August 18, 2017, the District Court for the Southern District of West Virginia approved a settlement agreement in respect of these actions.

Pursuant to the agreement, CAWV agreed to make payments into a trust for the benefit of the CAWV Retirees in the aggregate amount of $ 23.0 million over the course of 10 years.

Upon approval of the settlement, we paid $ 5.0 million to the aforementioned trust in

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

agreed to pay the remaining amounts under the settlement agreement in annual increments of $ 2.0 million for nine years , ending in 2026.

As of March 31, 2026, $ 1.9 million was recorded in Accrued and other current liabilities .

September 2017 and recognized a gain of $ 5.5 million to arrive at the then-net present value of $ 12.5 million.

CAWV has agreed to pay the remaining amounts under the settlement agreement in annual increments of $ 2.0 million for nine years , ending in 2026.

As of June 30, 2026, $ 2.0 million was recorded in Accrued and other current liabilities .

Hawesville Partial Withdrawal

4 unchanged sentences

Although the liability represents our best estimate of the partial withdrawal liability at this time, actual costs could differ based on final funding assessments.

Any changes to the estimate will be recorded in the period identified.

We estimate our cash obligation to be $ 0.6 million quarterly for the next nine quarters and one final payment of $ 0.5 million in the tenth quarter.

We estimate our cash obligation to be $ 0.6 million quarterly for the next eight quarters and one final payment of $ 0.5 million in the last quarter.

As of June 30, 2026, remaining partial withdrawal liability was $ 5.1 million with $ 2.3 million recorded in Accrued compensation and benefits and $ 2.8 million in Accrued benefits costs - less current portion in the condensed consolidated balance sheets.

Power Commitments and Contingencies

10 unchanged sentences

Grundartangi has power purchase agreements for approximately 545 MW of aggregate power with HS Orka hf ("HS"), Landsvirkjun and Orkuveita Reykjavikur ("OR").

These power purchase agreements expire on various dates from 2026 through 2036 (subject to extension).

These power purchase agreements have terms that were set to expire on various dates from 2026 through 2036 (subject to extension).

The power purchase agreements with each of HS and OR provide power at LME-based variable rates for the duration of these agreements.

1 unchanged sentence

Grundartangi also has a separate 25 MW power purchase agreement with Landsvirkjun at an LME-based variable rate.

Grundartangi has negotiated extensions to and/or updated power purchase agreements with expirations on various dates from 2031 to 2037.

Insurance Contingencies

3 unchanged sentences

No gain is recorded until it is realized or realizable, generally after the receipt of the proceeds.

In November 2024, a transformer unit that powers one of Grundartangi's two potlines failed.

Accordingly, production output from the second potline decreased.

In October 2025, following the failure of another transformer unit, production from the second potline ceased due to diminished power supply.

The cessation of the second potline resulted in a temporary

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

reduction of output by about two-thirds.

In November 2024, a transformer unit that powers one of Grundartangi's two potlines failed.

Accordingly, production output from the second potline decreased.

In October 2025, following the failure of another transformer unit, production from the second potline ceased due to diminished power supply.

The cessation of the second potline resulted in a temporary reduction of output at our Grundartangi facility by about two-thirds.

We filed a claim with our insurer to recover insurance losses related to property damage and the absent margin that we would have realized if production output was not affected.

For the three months ended March 31, 2026, we recognized a Gain on insurance proceeds of $ 33.0 million, comprised of $ 37.0 million of proceeds received in connection with the Grundartangi insurance claim net of directly related expense recovery of $ 4.0 million recognized in Cost of goods sold.

The following table presents information on insurance proceeds received in connection with the Grundartangi insurance claim, expense recoveries and the Gain on insurance proceeds for the three and six months ended June 30, 2026.

Three months ended

June 30, 2026 Six months ended

June 30, 2026

Proceeds received $ 46.1 $ 83.1

Directly related expense recovery recognized in Cost of goods sold $ 6.0 $ 10.0

Gain on insurance proceeds $ 40.1 $ 73.1

Other Commitments and Contingencies

18 unchanged sentences

This contingent obligation consists of the aggregate payments made to Big Rivers by the third party on CAKY’s behalf in excess of the agreed upon base amount under the long-term cost-based power contract with Kenergy.

As of March 31, 2026, the principal and accrued interest for the contingent obligation was $ 34.1 million , which was fully offset by a derivative asset.

As of June 30, 2026, the principal and accrued interest for the contingent obligation was $ 21.5 million, which was fully offset by a derivative asset.

We may be required to make installment payments for the contingent obligation in the future.

1 unchanged sentence

Interest accrues at an annual rate equal to 11.00 % .

As of March 31, 2026, the LME forward market prices exceed the threshold for payment.

In addition, based on the fact that we recently sold the Hawesville property, which is to be developed into a data center, we believe that we will not be required to make payments on the contingent obligation during the term of the agreement, which expires in 2028.

There can be no assurance that circumstances will not change thus accelerating the timing of such payments.

Shareholders' Equity

As of March 31, 2026 and December 31, 2025, we had 195,000,000 shares of common stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation, of which 106,160,568 shares were issued and 98,974,047 shares were outstanding at March 31, 2026, and 106,155,528 were issued and 98,969,007 shares were outstanding at December 31, 2025.

Based on the fact that we recently sold the Hawesville property, which is to be developed into a data center, we believe that we will not be required to make payments on the contingent obligation during the term of the agreement, which expires in 2028.

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

Shareholders' Equity

As of June 30, 2026 and December 31, 2025, we had 195,000,000 shares of common stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation, of which 106,179,816 shares were issued and 98,993,295 shares were outstanding at June 30, 2026, and 106,155,528 shares were issued and 98,969,007 shares were outstanding at December 31, 2025.

The rights, preferences and privileges of holders of our common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of our preferred stock which we may designate and issue in the future.

Preferred Stock

As of March 31, 2026 and December 31, 2025, we had 5,000,000 shares of preferred stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation.

As of June 30, 2026 and December 31, 2025, we had 5,000,000 shares of preferred stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation.

Our Board of Directors may issue preferred stock in one or more series and determine for each series the dividend rights, conversion rights, voting rights, redemption rights, liquidating preferences, sinking fund terms and the number of shares constituting that series, as well as the designation thereof.

1 unchanged sentence

In addition, issuance of any shares of preferred stock with voting powers may dilute the voting power of the outstanding common stock.

As of March 31, 2026 and December 31, 2025, there were no shares of preferred stock issued or outstanding.

As of June 30, 2026 and December 31, 2025, there were no shares of preferred stock issued or outstanding.

Stock Repurchase Program

7 unchanged sentences

The difference between the cost of the shares and the reissuance price is added to or deducted from additional paid-in capital.

Through March 31, 2026 we repurchased 7,186,521 shares of common stock for an aggregate purchase price of $ 86.3 million.

We have made no repurchases since April 2015 and have approximately $ 43.7 million remaining under the repurchase program authorization as of March 31, 2026.

Through June 30, 2026 we repurchased 7,186,521 shares of common stock for an aggregate purchase price of $ 86.3 million.

We have made no repurchases since April 2015 and have approximately $ 43.7 million remaining under the repurchase program authorization as of June 30, 2026.

Business Segments

7 unchanged sentences

In accordance with ASC 280-10-50-34, the corresponding information for earlier periods is recast in the tables below to conform with the updated presentation.

Segment assets are reported on our Consolidated Balance Sheets as Total assets.

Our Consolidated Statements of Cash Flows presents Depreciation, depletion and amortization expense and includes the measure of capital expenditures as Purchase of property, plant and equipment.

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

The following table presents information about the Company's single segment for the three months ended March 31, 2026 and 2025.

Segment assets are reported on our Consolidated Balance Sheets as Total assets.

Our Consolidated Statements of Cash Flows presents Depreciation, depletion and amortization expense and includes the measure of capital expenditures as Purchase of property, plant and equipment.

The following table presents information about the Company's single segment for the three and six months ended June 30, 2026 and 2025.

Three months ended

June 30, Six months ended

2026 2025 2026 2025

Net sales $ 752.1 $ 628.1 $ 1,401.3 $ 1,262.0

2 unchanged sentences

IRA Section 45X tax credit (1),(3)

26.3 21.9 51.3 41.8

Lower of cost or NRV inventory adjustment (1),(4)

( 4.3 ) 1.2 ( 1.0 ) 1.9

Property and equipment expense (1),(5)

6 unchanged sentences

Interest income 4.4 1.9 7.5 3.7

Net loss on forward and derivative contracts - nonaffiliates ( 65.3 ) ( 5.4 )

Net gain (loss) on forward and derivative contracts - nonaffiliates 7.1 ( 15.6 ) ( 58.2 ) ( 21.0 )

Gain on insurance proceeds - net 40.1 — 73.1 —

Other loss - net ( 5.5 ) ( 3.4 )

Income tax expense ( 1.8 ) ( 1.6 )

Net income $ 327.0 $ 22.4

Other income (loss) - net 3.8 ( 5.7 ) ( 1.7 ) ( 9.1 )

Income tax (expense) benefit ( 12.1 ) 1.3 ( 13.9 ) ( 0.3 )

Equity in losses of unconsolidated subsidiaries ( 1.0 ) $ — ( 1.0 ) $ —

Net income (loss) $ 243.8 $ ( 11.7 ) $ 570.8 $ 10.7

(1) Indicates a component of Cost of goods sold.

12 unchanged sentences

Through direct ownership and purchase, 100 % of Jamalco’s output is either retained and utilized in the Company’s business operations or sold by the Company.

The Company’s consolidated statement of cash flows reflects 100 % of cash flows related to the Jamalco operations.

The Company receives cash proceeds from the Government of Jamaica for its 45 % interest of the Jamalco operating costs and capital requirements.

The Company’s consolidated statement of cash

CENTURY ALUMINUM COMPANY

1 unchanged sentence

(amounts in millions, except share and per share amounts)

flows reflects 100 % of cash flows related to the Jamalco operations.

The Company receives cash proceeds from the Government of Jamaica for its 45 % interest of the Jamalco operating costs and capital requirements.

Although our partner has certain participating rights over some decisions of the entity, the Company has power over the majority of key activities at Jamalco that significantly affect its economic performance over which the counterparty does not have such participating rights;

therefore, the Company is the primary beneficiary of the VIE.

The table below shows the carrying amounts and classification of the consolidated VIE's assets and liabilities included in the Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025.

March 31, 2026 December 31, 2025

The table below shows the carrying amounts and classification of the consolidated VIE's assets and liabilities included in the Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025.

June 30, 2026 December 31, 2025

Cash and cash equivalents $ 2.1 $ 4.6

59 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