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Item 2. Management’s Discussion and Analysis

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. 
 All per share amounts are diluted and refer to Goodyear net income (loss). 
 
 OVERVIEW 
 The Goodyear Tire & Rubber Company (the "Company," "Goodyear," "we," "us" or "our") is one of the world’s leading manufacturers of tires, with one of the most recognizable brand names in the world and operations in most regions of the world. We have a broad global footprint with 48 manufacturing facilities in 19 countries, including the United States. We operate our business through three operating segments representing our regional tire businesses: Americas; Europe, Middle East and Africa (“EMEA”); and Asia Pacific. 
 Results of Operations 
 Our results for the second quarter of 2026 include a 4.0% decrease in tire unit shipments compared to 2025 driven by planned rationalization of lower-tier product offerings, weakness in the replacement industry and increased competitiveness. In the second quarter of 2026, we also experienced approximately $53 million of inflationary cost pressures. 
 
 Net sales in the second quarter of 2026 were $4,250 million, compared to $4,465 million in the second quarter of 2025. Net sales decreased in 2026 primarily due to lower tire volume and the impacts of our divestitures. These decreases were partially offset by favorable price and product mix and the positive impact of changes in foreign exchange rates. 
 In the second quarter of 2026, Goodyear net loss was $204 million, or $0.71 per share, compared to Goodyear net income of $254 million, or $0.87 per share, in the second quarter of 2025. The change in Goodyear net income (loss) was primarily due to a gain on the sale of the Dunlop brand in 2025, lower segment operating income and higher U.S. and Foreign tax expense, partially offset by lower rationalization charges. 
 Total segment operating income for the second quarter of 2026 was $36 million, compared to $159 million in the second quarter of 2025. The $123 million decrease was primarily due to increased conversion costs of $165 million, driven by the effect of lower tire production on fixed cost absorption and inflation, the impact of our divestitures, including $32 million related to the sale of the chemical business and $17 million related to the sale of the Dunlop brand, excluding the favorable impact of the Dunlop offtake supply agreement of $5 million, lower tire volume of $34 million, higher tariff costs of $32 million and higher Selling, Administrative and General Expense ("SAG") of $28 million. These decreases were partially offset by benefits from our Goodyear Forward transformation plan ("Goodyear Forward") of $95 million and lower raw material costs of $91 million. Refer to "Results of Operations — Segment Information" for additional information. 
 
 Net sales in the first six months of 2026 were $8,131 million, compared to $8,718 million in the first six months of 2025. Net sales decreased in 2026 primarily due to lower tire volume and the impacts of our divestitures. These decreases were partially offset by the positive impact of changes in foreign exchange rates and favorable price and product mix. 
 In the first six months of 2026, Goodyear net loss was $453 million, or $1.57 per share, compared to Goodyear net income of $369 million, or $1.27 per share, in the first six months of 2025. The change in Goodyear net income (loss) was primarily due to a gain on the sale of the Dunlop brand and off-the-road ("OTR") tire business in 2025, lower segment operating income and higher U.S. and Foreign tax expense, partially offset by lower interest expense. 
 Total segment operating income for the first six months of 2026 was $131 million, compared to $354 million in the first six months of 2025. The $223 million decrease was primarily due to increased conversion costs of $320 million, driven by the effect of lower tire production on fixed cost absorption and inflation, lower tire volume of $121 million, the impact of our divestitures, including $62 million related to the sale of the chemical business and $30 million related to the sale of the Dunlop brand, excluding the favorable impact of the Dunlop offtake supply agreement of $11 million, higher SAG of $45 million and higher tariff costs of $90 million, offset by an estimated tariff refund of $46 million. These decreases were partially offset by benefits from the Goodyear Forward plan of $202 million and lower raw material costs of $179 million. Refer to "Results of Operations —Segment Information" for additional information. 
 On July 16, 2026, we reached an agreement with the United Steelworkers and approved a plan to permanently close our Fayetteville, North Carolina tire manufacturing facility to reduce our production capacity and production cost per tire in Americas. The plan includes approximately 1,750 job reductions. We expect to substantially complete this rationalization plan by the end of 2027 and estimate the total pre-tax charges associated with this action to be between $535 million and $565 million, of which $190 million to $210 million are expected to be cash charges primarily for associate-related and other exit costs, and the remaining costs are expected to be non-cash charges primarily for accelerated depreciation and other asset-related charges ($290 million to $310 million) and pension special termination benefits ($40 million to $50 million). We expect to record approximately $205 million to $225 million of pre-tax charges in the third quarter of 2026 and approximately $65 million to $85 million of pre-tax charges during the remainder of 2026. 
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 On July 30, 2026, we reached a tentative agreement with the United Steelworkers ("USW") on a new master labor contract that will remain in effect through April 28, 2029, covering nearly 2,400 workers at three plants in the United States. The tentative agreement is subject to a ratification vote by USW members at the plants covered by the contract. 
 Liquidity 
 On June 4, 2026, we issued $1,050 million in aggregate principal amount of 8.875% senior notes due 2032. We intend to use the net proceeds from this offering to repay, redeem or repurchase our 4.875% senior notes due 2027 and our 7.625% senior notes due 2027 at or prior to their respective maturity. Pending such repayment, redemption or repurchase, we temporarily applied the proceeds to repay outstanding balances under certain revolving credit facilities. 
 At June 30, 2026, we had $861 million in cash and cash equivalents as well as $3,891 million of unused availability under our various credit agreements, compared to $801 million and $4,421 million, respectively, at December 31, 2025. For the six months ended June 30, 2026, net cash used for operating activities was $620 million, reflecting our cash used for working capital of $620 million. Net cash used for investing activities was $339 million, primarily representing capital expenditures of $342 million. Net cash provided by financing activities was $1,020 million, primarily due to net borrowings of $1,029 million, including the issuance of $1,050 million of new senior notes. Refer to "Liquidity and Capital Resources" for additional information. 
 Outlook 
 Despite macroeconomic, regulatory and geopolitical uncertainties, we expect global unit volumes in the third quarter of 2026 to be roughly flat versus the third quarter of 2025 due to new assortment wins, stabilization of the consumer replacement market in Americas and normalization of channel inventories. Given our production levels in the second quarter of 2026, we expect unabsorbed overhead to be approximately $70 million in the third quarter of 2026. 
 We expect our Goodyear Forward plan to deliver approximately $70 million of incremental savings in the third quarter of 2026 compared to the third quarter of 2025. 
 Based on current spot prices, we expect raw material costs to be unfavorable by approximately $20 million in the third quarter of 2026 compared to the third quarter of 2025. Natural and synthetic rubber prices and other commodity prices historically have been volatile, and our raw material costs could change based on future price fluctuations and changes in foreign exchange rates. We continue to focus on price and product mix, to substitute lower cost materials where possible, to work to identify additional substitution opportunities, and to reduce the amount of material required in each tire to minimize the impact of higher raw material costs. 
 We expect inflation and other costs will increase approximately $95 million in the third quarter of 2026 compared to the third quarter of 2025. 
 Refer also to “Liquidity and Capital Resources” for commentary regarding our outlook on 2026 cash flow; “Forward-Looking Information – Safe Harbor Statement” for a discussion of our use of forward-looking statements; and “Item 1A. Risk Factors” in our 2025 Form 10-K for a discussion of the risk factors that may impact our business, results of operations, financial condition or liquidity. 
 
 RESULTS OF OPERATIONS 
 CONSOLIDATED 
 
 Three Months Ended June 30, 2026 and 2025 
 Net sales in the second quarter of 2026 were $4,250 million, decreasing $215 million, or 4.8%, from $4,465 million in the second quarter of 2025. Goodyear net loss was $204 million, or $0.71 per share, in the second quarter of 2026, compared to Goodyear net income of $254 million, or $0.87 per share, in the second quarter of 2025. 
 Net sales decreased in the second quarter of 2026 primarily due to lower tire volume of $177 million and the impacts of our divestitures, including $119 million related to the sale of the chemical business and $87 million related to the sale of the Dunlop brand, excluding the favorable impact of the Dunlop offtake supply agreement of $53 million. These decreases were partially offset by favorable price and product mix of $70 million and the positive impact of changes in foreign exchange rates of $57 million. 
 Worldwide tire unit sales in the second quarter of 2026 were 36.5 million units, decreasing 1.4 million units, or 4.0%, from 37.9 million units in the second quarter of 2025 due to planned rationalization of lower-tier product offerings, weakness in the replacement industry and increased competitiveness. Replacement tire volume decreased globally by 2.3 million units, or 8.6%. OE tire volume increased by 0.9 million units, or 7.0%, driven by Americas and EMEA. 
 Cost of Goods Sold ("CGS") in the second quarter of 2026 was $3,569 million, decreasing $136 million, or 3.7%, from $3,705 million in the second quarter of 2025. CGS decreased primarily due to lower tire volume of $143 million, impacts related to divestitures, including $82 million related to the sale of the chemical business and $70 million related to the sale of the Dunlop 
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 brand, excluding increased offtake supply agreement costs of $48 million, lower raw material costs of $91 million, savings related to the Goodyear Forward plan of $81 million, and a decrease in asset write-offs, accelerated depreciation and accelerated lease charges of $40 million. These decreases were partially offset by higher conversion costs of $165 million, an increase in other costs of $48 million, primarily related to inflation, foreign currency translation of $43 million, unfavorable product mix of $38 million, higher tariff costs of $32 million and the negative impacts of a national strike in Colombia of $7 million ($7 million after-tax and minority). 
 CGS in the second quarter of 2026 and 2025 included pension expense of $3 million and $4 million, respectively. CGS was 84.0% of sales in the second quarter of 2026, compared to 83.0% in the second quarter of 2025. 
 SAG in the second quarter of 2026 was $703 million, increasing $11 million, or 1.6%, from $692 million in the second quarter of 2025. SAG increased primarily due to increased advertising expenses of $13 million, foreign currency translation of $10 million, and an increase in other costs of $10 million, primarily related to inflation. These increases were partially offset by savings related to the Goodyear Forward plan of $14 million and impacts related to divestitures, including $5 million related to the sale of the chemical business. SAG in the second quarter of 2025 also included costs related to the Goodyear Forward plan of $3 million ($2 million after-tax and minority) and asset write-offs, accelerated depreciation and accelerated lease charges of $1 million ($1 million after-tax and minority). 
 SAG in the second quarter of 2026 and 2025 included pension expense of $2 million for each period. SAG was 16.5% of sales in the second quarter of 2026, compared to 15.5% in the second quarter of 2025. 
 We recorded net rationalization charges of $29 million ($29 million after-tax and minority) in the second quarter of 2026 and $59 million ($55 million after-tax and minority) in the second quarter of 2025. Net rationalization charges in the second quarter of 2026 primarily related to a plan to reduce headcount globally and the closures of our Fulda and Fürstenwalde, Germany tire manufacturing facilities ("Fulda and Fürstenwalde"). Net rationalization charges in the second quarter of 2025 primarily related to the plan to close our manufacturing facility in Kariega, South Africa ("Kariega") in EMEA, the elimination of commercial tire production at our Danville, Virginia tire manufacturing facility ("Danville"), the closures of Fulda and Fürstenwalde, and the plan to reduce SAG headcount in Americas and Corporate. For further information, refer to Note to the Consolidated Financial Statements No. 3, Costs Associated with Rationalization Programs. 
 CGS and SAG in the second quarter of 2025 included $41 million ($37 million after-tax and minority) of asset write-offs, accelerated depreciation and accelerated lease charges, primarily related to the closures of Fulda and Fürstenwalde and the elimination of commercial tire production at Danville. 
 Interest expense in the second quarter of 2026 was $105 million, decreasing $7 million, or 6.3%, from $112 million in the second quarter of 2025. The average interest rate was 5.93% in the second quarter of 2026 compared to 5.65% in the second quarter of 2025. The average debt balance was $7,088 million in the second quarter of 2026 compared to $7,936 million in the second quarter of 2025. 
 The second quarter of 2026 included net gains on asset sales of $17 million ($14 million after-tax and minority), compared to net gains on asset sales of $439 ($393 million after-tax and minority) in the second quarter of 2025, primarily due to the gain of $385 million ($367 million after-tax and minority) on the sale of the Dunlop brand and other asset sales of $54 million ($26 million after-tax and minority). 
 Other (Income) Expense in the second quarter of 2026 was $22 million of expense, compared to $31 million of expense in the second quarter of 2025. The decrease in Other (Income) Expense was primarily due to an increase in royalty and other income of $4 million, a decrease in non-service related pension and other postretirement benefits cost of $4 million, a decrease in net foreign currency exchange losses of $3 million and a decrease in financing fees and financial instruments expense of $2 million. These decreases were partially offset by an increase in general and product liability expense from discontinued products of $6 million. The second quarter of 2025 included transaction costs of $2 million ($1 million after-tax and minority), primarily related to the sale of the chemical business. 
 In the second quarter of 2026, we recorded income tax expense of $46 million on a loss before income taxes of $161 million. Income tax expense for the three months ended June 30, 2026 included net discrete tax expense of $5 million ($5 million after minority interest). In the second quarter of 2025, we recorded income tax expense of $24 million on income before income taxes of $305 million. Income tax expense for the three months ended June 30, 2025 included a net discrete tax benefit of $4 million ($4 million after minority interest). 
 We record taxes based on overall estimated annual effective tax rates. The difference between our effective tax rate and the U.S. statutory rate of 21% for the three months ended June 30, 2026 primarily relates to losses in the U.S. and foreign jurisdictions in which no tax benefits are recorded and the discrete item noted above. The difference between our effective tax rate and the U.S. statutory rate of 21% for the three months ended June 30, 2025 was favorably impacted by gains recognized as a result of the sale of the Dunlop brand, which included certain associated intellectual property and other intangible assets, in jurisdictions where no taxes are recorded, net of losses in foreign jurisdictions in which no tax benefits are recorded, and the discrete item noted above. 
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 For further information regarding income taxes and the realizability of our deferred tax assets, refer to Note to the Consolidated Financial Statements No. 5, Income Taxes. 
 There was $3 million of minority shareholders’ net loss in the second quarter of 2026, compared to $27 million of net income in the second quarter of 2025, primarily related to the sale of property in Asia Pacific. 
 
 Six Months Ended June 30, 2026 and 2025 
 Net sales in the first six months of 2026 were $8,131 million, a decrease of $587 million, or 6.7%, from $8,718 million in the first six months of 2025. Goodyear net loss was $453 million, or $1.57 per share, in the first six months of 2026, compared to Goodyear net income of $369 million, or $1.27 per share, in the first six months of 2025. 
 Net sales decreased in the first six months of 2026 primarily due to lower tire volume of $585 million and the impacts of our divestitures, including $244 million related to the sale of the chemical business and $181 million related to the sale of the Dunlop brand, excluding the favorable impact of the Dunlop offtake supply agreement of $95 million. These decreases were partially offset by the positive impact of changes in foreign exchange rates of $222 million and favorable price and product mix of $114 million. 
 Worldwide tire unit sales in the first six months of 2026 were 70.5 million units, decreasing 5.9 million units, or 7.8%, from 76.4 million units in the first six months of 2025 due to weakness in the replacement industry, increased competitiveness and planned rationalization of lower-tier product offerings. Replacement tire volume decreased globally by 7.1 million units, or 13.3%. OE tire volume increased by 1.2 million units, or 5.2%, driven by Americas and EMEA. 
 CGS in the first six months of 2026 was $6,757 million, decreasing $461 million, or 6.4%, from $7,218 million in the first six months of 2025. CGS decreased primarily due to lower tire volume of $464 million, impacts related to divestitures, including $171 million related to the sale of the chemical business and $151 million related to the sale of the Dunlop brand, excluding increased offtake supply agreement costs of $84 million, lower raw material costs of $179 million, savings related to the Goodyear Forward plan of $176 million and a decrease in asset write-offs, accelerated depreciation and accelerated lease charges of $68 million. These decreases were partially offset by higher conversion costs of $320 million, foreign currency translation of $177 million, unfavorable product mix of $67 million, higher tariff costs of $90 million, offset by an estimated tariff refund of $46 million, a charge related to an expected settlement of a prior year tax matter in one of our foreign locations of $8 million ($8 million after-tax and minority) and the negative impacts of a national strike in Colombia of $7 million ($7 million after-tax and minority). 
 CGS in the first six months of 2026 and 2025 included pension expense of $6 million for each period. CGS was 83.1% of sales in the first six months of 2026, compared to 82.8% in the first six months of 2025. 
 SAG in the first six months of 2026 was $1,371 million, increasing $29 million, or 2.2%, from $1,342 million in the first six months of 2025. SAG increased primarily due to foreign currency translation of $38 million, an increase in other costs of $30 million, primarily related to inflation, and higher advertising costs of $3 million. These increases were partially offset by savings related to the Goodyear Forward plan of $23 million, impacts related to divestitures, including $11 million related to the sale of the chemical business, and a decrease in asset write-offs, accelerated depreciation and accelerated lease charges of $3 million. SAG in the first six months of 2025 also included costs related to the Goodyear Forward plan of $5 million ($4 million after-tax and minority). 
 SAG in the first six months of 2026 and 2025 included pension expense of $4 million and $5 million, respectively. SAG was 16.9% of sales in the first six months of 2026, compared to 15.4% in the first six months of 2025. 
 We recorded net rationalization charges of $133 million ($124 million after-tax and minority) in the first six months of 2026 and $140 million ($119 million after-tax and minority) in the first six months of 2025. Net rationalization charges in the first six months of 2026 primarily related to a plan in EMEA to improve its cost structure, a plan to reduce headcount globally, the closure of the Tall Timbers mold plant in Findlay, Ohio ("Tall Timbers"), a global SAG plan and the closures of Fulda and Fürstenwalde. Net rationalization charges in the first six months of 2025 primarily related to the closure of Kariega, the elimination of commercial tire production at Danville, the closures of Fulda and Fürstenwalde, and the plan to reduce SAG headcount in Americas and Corporate. For further information, refer to Note to the Consolidated Financial Statements No. 3, Costs Associated with Rationalization Programs. 
 CGS and SAG in the first six months of 2026 included $16 million ($16 million after-tax and minority) of asset write-offs, accelerated depreciation and accelerated lease charges, primarily related to the closures of Fulda, Fürstenwalde and Tall Timbers. CGS and SAG in the first six months of 2025 included $87 million ($77 million after-tax and minority) of asset write offs, accelerated depreciation and accelerated lease charges, primarily related to Fulda, Fürstenwalde and Danville. 
 Interest expense in the first six months of 2026 was $200 million, decreasing $27 million, or 11.9%, from $227 million in the first six months of 2025. The average interest rate was 5.85% in the first six months of 2026 compared to 5.73% in the first six months of 2025. The average debt balance was $6,840 million in the first six months of 2026 compared to $7,923 million in the first six months of 2025. 
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 The first six months of 2026 include net gains on asset and other sales of $20 million ($17 million after-tax and minority), compared to net gains on asset and other sales of $701 million ($630 million after-tax and minority) in the first six months of 2025, primarily due to the gain of $385 million ($367 million after-tax and minority) on the sale of Dunlop brand, the gain of $260 million ($236 million after-tax and minority) on the sale of the OTR tire business and other asset sales of $56 million ($27 million after-tax and minority). 
 Other (Income) Expense in the first six months of 2026 was $31 million of expense, compared to $56 million of expense in the first six months of 2025. The decrease in Other (Income) Expense was primarily due to an increase in royalty and other income of $14 million and a decrease in non-service related pension and other postretirement benefits cost of $11 million, including a pension settlement charge of $4 million ($3 million after-tax and minority) in the first six months of 2025. These decreases were partially offset by an increase in general and product liability expense from discontinued products of $5 million. The first six months of 2025 included transaction costs of $6 million ($4 million after-tax and minority), primarily related to the sale of the chemical business. 
 For the first six months of 2026, we recorded income tax expense of $112 million on a loss before income taxes of $341 million. Income tax expense for the six months ended June 30, 2026 included net discrete tax expense of $25 million ($25 million after minority interest), primarily related to an expected settlement of a prior year tax matter in one of our foreign locations. In the first six months of 2025, we recorded income tax expense of $37 million on income before income taxes of $436 million. Income tax expense for the six months ended June 30, 2025 included a net discrete tax benefit of $5 million ($5 million after minority interest). 
 We record taxes based on overall estimated annual effective tax rates. The difference between our effective tax rate and the U.S. statutory rate of 21% for the six months ended June 30, 2026 primarily relates to losses in the U.S. and foreign jurisdictions in which no tax benefits are recorded and the discrete item noted above. The difference between our effective tax rate and the U.S. statutory rate of 21% for the six months ended June 30, 2025 was favorably impacted by gains recognized as a result of the sales of the OTR tire business and the Dunlop brand, which included certain associated intellectual property and other intangible assets, in jurisdictions where no taxes are recorded, net of losses in foreign jurisdictions in which no tax benefits are recorded, and the discrete item noted above. 
 At June 30, 2026 and December 31, 2025, we had approximately $1.6 billion and $1.4 billion, respectively, of U.S. federal, state and local net deferred tax assets and related valuation allowances totaling $1.6 billion and $1.4 billion, respectively. At June 30, 2026 and December 31, 2025, we also had foreign net deferred tax assets of approximately $1.6 billion and $1.5 billion, respectively, and related valuation allowances of approximately $1.3 billion. Our foreign valuation allowances include a $1.1 billion full valuation allowance on our net deferred tax assets in Luxembourg. Our losses in the U.S. and various foreign taxing jurisdictions in recent periods represented sufficient negative evidence to require us to maintain a full valuation allowance against certain of these net deferred tax assets. Each reporting period, we assess available positive and negative evidence and estimate if sufficient future taxable income will be generated to utilize these existing deferred tax assets. We do not believe that sufficient positive evidence required to release valuation allowances on our U.S. and foreign deferred tax assets will exist within the next twelve months. 
 The Organisation for Economic Co-operation and Development ("OECD") has published the Pillar Two model rules which adopt a global corporate minimum tax of 15% for multinational enterprises with average revenue in excess of €750 million. Certain jurisdictions in which we operate enacted legislation consistent with one or more of the OECD Pillar Two model rules effective in 2024. The model rules include minimum domestic top-up taxes, income inclusion rules, and undertaxed profit rules all aimed to ensure that multinational corporations pay a minimum effective corporate tax rate of 15% in each jurisdiction in which they operate. We do not expect the Pillar Two model rules to materially impact our annual effective tax rate in 2026. However, we are continuing to evaluate the Pillar Two model rules and related developments, including the side-by-side safe harbor package for U.S.-based multinationals, and their potential impact on future periods. 
 For further information regarding income taxes and the realizability of our deferred tax assets, refer to Note to the Consolidated Financial Statements No. 5, Income Taxes. 
 Minority shareholders’ net income was zero in the first six months of 2026, compared to $30 million in the first six months of 2025, primarily related to the sale of property in Asia Pacific. 
 
 SEGMENT INFORMATION 
 Segment information reflects our strategic business units (“SBUs”), which are organized to meet customer requirements and global competition and are segmented on a regional basis. 
 Results of operations are measured based on net sales to unaffiliated customers and segment operating income. Each segment exports tires to other segments. The financial results of each segment exclude sales of tires exported to other segments, but include operating income derived from such transactions. Segment operating income is computed as follows: Net Sales less CGS (excluding asset write-off and accelerated depreciation charges) and SAG (including certain allocated corporate administrative expenses). Segment operating income also includes certain royalties and equity in earnings of most affiliates. 
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 Segment operating income does not include net rationalization charges, asset sales, goodwill and other impairment charges, and certain other items. 
 
 Total segment operating income for the second quarter of 2026 was $36 million, a decrease of $123 million, or 77.4%, from $159 million in the second quarter of 2025. Total segment operating margin in the second quarter of 2026 was 0.8%, compared to 3.6% in the second quarter of 2025. Total segment operating income for the first six months of 2026 was $131 million, a decrease of $223 million, or 63.0%, from $354 million in the first six months of 2025. Total segment operating margin in the first six months of 2026 was 1.6%, compared to 4.1% in the first six months of 2025. 
 
 Management believes that total segment operating income is useful because it represents the aggregate value of income created by our SBUs and excludes items not directly related to the SBUs for performance evaluation purposes. Total segment operating income is the sum of the individual SBUs’ segment operating income. Refer to Note to the Consolidated Financial Statements No. 7, Business Segments, for further information and for a reconciliation of total segment operating income to Income (Loss) before Income Taxes. 
 
 Americas 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 (In millions) 2026 2025 Change Percent
Change 2026 2025 Change Percent
Change 
 Tire Units 17.4 19.1 (1.7) (8.7) % 32.7 37.5 (4.8) (12.8) % 
 Net Sales $ 2,382 $ 2,662 $ (280) (10.5) % $ 4,445 $ 5,164 $ (719) (13.9) % 
 Operating Income (Loss) (10) 141 (151) (107.1) % 27 296 (269) (90.9) % 
 Operating Margin (0.4 %) 5.3 % 0.6 % 5.7% 

 
 Three Months Ended June 30, 2026 and 2025 
 Americas unit sales in the second quarter of 2026 decreased 1.7 million units, or 8.7%, to 17.4 million units. Replacement tire volume decreased 2.1 million units, or 13.0%, primarily due to planned rationalization of lower-tier product offerings, weakness in the replacement industry and increased competitiveness. OE tire volume increased 0.4 million units, or 8.7%, primarily in the U.S., Brazil and Canada. 
 Net sales in the second quarter of 2026 were $2,382 million, decreasing $280 million, or 10.5%, from $2,662 million in the second quarter of 2025. The decrease in net sales was primarily due to lower tire volume of $186 million and the impact of the sale of the chemical business of $119 million. These decreases were partially offset by the positive impact of changes in foreign exchange rates of $32 million, primarily related to the strengthening of the Brazilian real and Mexican peso. 
 Operating loss in the second quarter of 2026 was $10 million, decreasing $151 million, or 107.1%, from operating income of $141 million in the second quarter of 2025. The decrease in operating income was due to higher conversion costs of $110 million, driven by the effect of lower tire production on fixed cost absorption and inflation, lower tire volume of $37 million, the impact of the sale of the chemical business of $33 million, higher tariff costs of $32 million, unfavorable price and product mix of $26 million, and higher SAG of $12 million. These decreases were partially offset by lower raw material costs of $60 million and a $54 million benefit related to the Goodyear Forward plan. 
 Operating loss in the second quarter of 2026 excluded net gains on asset sales of $14 million and net rationalization charges of $3 million. Operating income in the second quarter of 2025 excluded asset write-offs, accelerated depreciation and accelerated lease costs of $14 million and net rationalization charges of $10 million. 
 
 Six Months Ended June 30, 2026 and 2025 
 Americas unit sales in the first six months of 2026 decreased 4.8 million units, or 12.8%, to 32.7 million units. Replacement tire volume decreased 5.5 million units, or 18.0%, primarily due to weakness in the replacement industry, increased competitiveness and planned rationalization of lower-tier product offerings. OE tire volume increased 0.7 million units, or 8.5%, primarily in the U.S. and Brazil. 
 Net sales in the first six months of 2026 were $4,445 million, decreasing $719 million, or 13.9%, from $5,164 million in the first six months of 2025. The decrease in net sales was primarily due to lower tire volume of $527 million and the impact of the sale of the chemical business of $244 million. These decreases were partially offset by the positive impact of changes in foreign exchange rates of $72 million, primarily related to the strengthening of the Brazilian real and Mexican peso. 
 Operating income in the first six months of 2026 was $27 million, decreasing $269 million, or 90.9%, from $296 million in the first six months of 2025. The decrease in operating income was due to higher conversion costs of $211 million, driven by the effect of lower tire production on fixed cost absorption and inflation, lower tire volume of $112 million, the impact of the sale of the chemical business of $64 million, unfavorable price and product mix of $51 million, higher tariff costs of $90 million, 
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 offset by an estimated tariff refund of $46 million, and higher SAG of $30 million. These decreases were partially offset by a $129 million benefit related to the Goodyear Forward plan and lower raw material costs of $123 million. 
 Operating income in the first six months of 2026 excluded net gains on asset sales of $14 million, net rationalization charges of $14 million, and asset write-offs, accelerated depreciation and accelerated lease costs of $7 million. Operating income in the first six months of 2025 excluded net rationalization charges of $72 million, asset write-offs, accelerated depreciation and accelerated lease costs of $42 million, and net gains on asset sales of $1 million. 
 
 Europe, Middle East and Africa 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 (In millions) 2026 2025 Change Percent
Change 2026 2025 Change Percent
Change 
 Tire Units 11.2 11.3 (0.1) (2.1) % 22.4 23.6 (1.2) (5.4) % 
 Net Sales $ 1,372 $ 1,344 $ 28 2.1 % $ 2,735 $ 2,621 $ 114 4.3 % 
 Operating Income (Loss) (17) (25) 8 32.0 % (16) (30) 14 46.7 % 
 Operating Margin (1.2 %) (1.9%) (0.6 %) (1.1 %) 

 
 Three Months Ended June 30, 2026 and 2025 
 EMEA unit sales in the second quarter of 2026 decreased 0.1 million units, or 2.1%, to 11.2 million units. Replacement tire volume decreased 0.5 million units, or 7.1%, primarily in our consumer business, reflecting market softness, increased competition and planned rationalization of lower-tier product offerings. OE tire volume increased 0.4 million units, or 8.3%, primarily in our consumer business, reflecting share gains driven by new fitments. 
 Net sales in the second quarter of 2026 were $1,372 million, increasing $28 million, or 2.1%, from $1,344 million in the second quarter of 2025. The increase in net sales was primarily driven by improvements in price and product mix of $49 million and the positive impact of changes in foreign exchange rates of $30 million, driven by a stronger euro, partially offset by a weaker Turkish lira. These increases were partially offset by the impact of the sale of the Dunlop brand of $87 million, excluding the favorable impact of the offtake supply agreement of $53 million, lower tire volume of $14 million and lower sales in the other tire-related businesses of $2 million. 
 Operating loss in the second quarter of 2026 was $17 million, decreasing $8 million from an operating loss of $25 million in the second quarter of 2025. The decrease in operating loss was primarily due to favorable price and product mix of $46 million, benefits related to the Goodyear Forward plan of $35 million, and lower raw material costs of $32 million. These increases were partially offset by higher conversion costs of $54 million, higher SAG of $19 million, an increase in other costs of $14 million, primarily related to higher transportation costs, lower earnings related to the sale of the Dunlop brand of $17 million, excluding the favorable impact of the offtake supply agreement of $5 million, lower earnings in other tire-related businesses of $4 million, and lower tire volume of $2 million. 
 Operating loss in the second quarter of 2026 excluded net rationalization charges of $23 million and net gains on asset sales of $2 million. Operating loss in the second quarter of 2025 excluded net rationalization charges of $43 million, asset write-offs, accelerated depreciation and accelerated lease costs of $26 million and a net loss on asset sales of $1 million. 
 
 Six Months Ended June 30, 2026 and 2025 
 EMEA unit sales in the first six months of 2026 decreased 1.2 million units, or 5.4%, to 22.4 million units. Replacement tire volume decreased 1.8 million units, or 11.4%, primarily in our consumer business, reflecting market softness, increased competition and planned rationalization of lower-tier product offerings. OE tire volume increased 0.6 million units, or 8.2%, primarily in our consumer business, reflecting share gains driven by new fitments. 
 Net sales in the first six months of 2026 were $2,735 million, increasing $114 million, or 4.3%, from $2,621 million in the first six months of 2025. The increase in net sales was driven by the positive impact of changes in foreign exchange rates of $152 million, driven by a stronger euro and British pound, partially offset by a weaker Turkish lira, and improvements in price and product mix of $112 million. These increases were partially offset by the impact of the sale of the Dunlop brand of $180 million, excluding the favorable impact of the offtake supply agreement of $95 million, and lower tire volume of $65 million. 
 Operating loss in the first six months of 2026 was $16 million, decreasing $14 million from an operating loss of $30 million in the first six months of 2025. The decrease in operating loss was primarily due to favorable price and product mix of $82 million, benefits related to the Goodyear Forward plan of $61 million, and lower raw material costs of $48 million. These increases were partially offset by higher conversion costs of $105 million, lower earnings related to the sale of the Dunlop brand of $30 million, excluding the favorable impact of the offtake supply agreement of $11 million, higher SAG of $19 million, an increase in other costs of $19 million, primarily related to higher transportation costs, lower tire volume of $10 million, and unfavorable foreign currency translation of $5 million. 
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 Operating loss in the first six months of 2026 excluded net rationalizations charges of $108 million, asset write-offs, accelerated depreciation and accelerated lease costs of $8 million and net gains on asset sales of $3 million. Operating loss in the first six months of 2025 excluded net rationalization charges of $55 million and asset write-offs, accelerated depreciation and accelerated lease costs of $42 million. 
 
 Asia Pacific 
 
 Three Months Ended June 30, Six Months Ended June 30, 
 (In millions) 2026 2025 Change Percent
Change 2026 2025 Change Percent
Change 
 Tire Units 7.9 7.5 0.4 5.3 % 15.4 15.3 0.1 0.7 % 
 Net Sales $ 496 $ 459 $ 37 8.1 % $ 951 $ 933 $ 18 1.9 % 
 Operating Income 63 43 20 46.5 % 120 88 32 36.4 % 
 Operating Margin 12.7% 9.4% 12.6% 9.4% 

 
 Three Months Ended June 30, 2026 and 2025 
 Asia Pacific unit sales in the second quarter of 2026 increased 0.4 million units, or 5.3%, to 7.9 million units. Replacement tire volume increased 0.3 million units, or 6.4%, due to higher demand in consumer replacement. OE tire volume increased 0.1 million units, or 4.2 %, primarily in China and Japan. 
 Net sales in the second quarter of 2026 were $496 million, increasing $37 million, or 8.1%, from $459 million in the second quarter of 2025. The increase in net sales was primarily due to higher tire volume of $23 million and favorable price and product mix of $20 million. These increases were partially offset by the negative impact of changes in foreign exchange rates of $5 million. 
 Operating income in the second quarter of 2026 was $63 million, increasing $20 million, or 46.5%, from $43 million in the second quarter of 2025. The increase in operating income was primarily due to favorable price and product mix of $12 million, benefits related to the Goodyear Forward plan of $6 million and higher tire volume of $5 million. These increases were partially offset by higher raw material costs of $1 million and higher conversion costs of $1 million. 
 Operating income in the second quarter of 2026 excluded net rationalization charges of $2 million. Operating income in the second quarter of 2025 excluded net gains on asset sales of $55 million and asset write-offs, accelerated depreciation and accelerated lease costs of $1 million. 
 
 Six Months Ended June 30, 2026 and 2025 
 Asia Pacific unit sales in the first six months of 2026 increased 0.1 million units, or 0.7%, to 15.4 million units. Replacement tire volume increased 0.2 million units, or 2.0%, due to higher demand in consumer replacement. OE tire volume decreased 0.1 million units, or 1.0%. 
 Net sales in the first six months of 2026 were $951 million, increasing $18 million, or 1.9%, from $933 million in the first six months of 2025. The increase in net sales was primarily due to favorable price and product mix of $14 million and higher tire volume of $7 million. These increases were partially offset by the negative impact of changes in foreign exchange rates of $2 million. 
 Operating income in the first six months of 2026 was $120 million, increasing $32 million, or 36.4%, from $88 million in the first six months of 2025. The increase in operating income was primarily due to favorable price and product mix of $16 million, benefits related to the Goodyear Forward plan of $12 million, lower raw material costs of $8 million, and higher tire volume of $1 million. These increases were partially offset by higher conversion costs of $4 million. 
 Operating income in the first six months of 2026 excluded net rationalization charges of $3 million and asset write-offs, accelerated depreciation and accelerated lease costs of $1 million. Operating income in the first six months of 2025 excluded net gains on asset sales of $55 million, asset write-offs, accelerated depreciation and accelerated lease costs of $3 million and net rationalization charges of $1 million. 
 
 LIQUIDITY AND CAPITAL RESOURCES 
 Our primary sources of liquidity are cash generated from our operating and financing activities. Our cash flows from operating activities are driven primarily by our operating results and changes in our working capital requirements and our cash flows from financing activities are dependent upon our ability to access credit or other capital. 
 On June 4, 2026, we issued $1,050 million in aggregate principal amount of 8.875% senior notes due 2032. We intend to use the net proceeds from this offering to repay, redeem or repurchase our 4.875% senior notes due 2027 and our 7.625% senior notes due 2027 at or prior to their respective maturity. Pending such repayment, redemption or repurchase, we temporarily applied the proceeds to repay outstanding balances under certain revolving credit facilities. 
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 At June 30, 2026, we had $861 million in cash and cash equivalents, compared to $801 million at December 31, 2025. For the six months ended June 30, 2026, net cash used for operating activities was $620 million, reflecting our cash used for working capital of $620 million. Net cash used for investing activities was $339 million, primarily representing capital expenditures of $342 million. Net cash provided by financing activities was $1,020 million, primarily due to net borrowings of $1,029 million, including the issuance of $1,050 million of new senior notes. 
 At June 30, 2026, we had $3,891 million of unused availability under our various credit agreements, compared to $4,421 million at December 31, 2025. The table below presents unused availability under our credit facilities at those dates: 
 
 (In millions) June 30,
2026 December 31,
2025 
 First lien revolving credit facility $ 2,238 $ 2,749 
 European revolving credit facility 707 940 
 Chinese credit facilities 505 531 
 
 Mexican Credit Facilities 200 — 
 Other foreign and domestic debt 241 201 
 $ 3,891 $ 4,421 

 We have deposited our cash and cash equivalents and entered into various credit agreements and derivative contracts with financial institutions that we considered to be substantial and creditworthy at the time of such transactions. We seek to control our exposure to these financial institutions by diversifying our deposits, credit agreements and derivative contracts across multiple financial institutions, by setting deposit and counterparty credit limits based on long term credit ratings and other indicators of credit risk such as credit default swap spreads and default probabilities, and by monitoring the financial strength of these financial institutions on a regular basis. We also enter into master netting agreements with counterparties when possible. By controlling and monitoring exposure to financial institutions in this manner, we believe that we effectively manage the risk of loss due to nonperformance by a financial institution. However, we cannot provide assurance that we will not experience losses or delays in accessing our deposits or lines of credit due to the nonperformance of a financial institution. Our inability to access our cash deposits or make draws on our lines of credit, or the inability of a counterparty to fulfill its contractual obligations to us, could have a material adverse effect on our liquidity, financial condition or results of operations in the period in which it occurs. 
 We expect our 2026 full-year cash flow to include capital expenditures of approximately $725 million. We also expect interest expense to be approximately $425 million; rationalization payments to be approximately $265 million; income tax payments to be $150 million to $175 million, excluding one-time items; and cash contributions to our global pension plans to be approximately $25 million. We expect working capital to be neither a significant source nor significant use of cash for the full year 2026. 
 We are continuing to actively monitor our liquidity and intend to operate our business in a way that allows us to address our cash flow needs with our existing cash and available credit if they cannot be funded by cash generated from operating or other financing activities. We believe that our liquidity position is adequate to fund our operating and investing needs and debt maturities for the next twelve months and to provide us with the ability to respond to further changes in the business environment. 
 Our ability to service debt and operational requirements is also dependent, in part, on the ability of our subsidiaries to make distributions of cash to various other entities in our consolidated group, whether in the form of dividends, loans or otherwise. In certain countries where we operate, such as China, South Africa, Serbia and Argentina, transfers of funds into or out of such countries by way of dividends, loans, advances or payments to third-party or affiliated suppliers are generally or periodically subject to certain requirements, such as obtaining approval from the foreign government and/or currency exchange board before net assets can be transferred out of the country. In addition, certain of our credit agreements and other debt instruments limit the ability of foreign subsidiaries to make distributions of cash. Thus, we would have to repay and/or amend these credit agreements and other debt instruments in order to use this cash to service our consolidated debt. Because of the inherent uncertainty of satisfactorily meeting these requirements or limitations, we do not consider the net assets of our subsidiaries, including our Chinese, South African, Serbian and Argentinian subsidiaries, which are subject to such requirements or limitations to be integral to our liquidity or our ability to service our debt and operational requirements. At June 30, 2026, approximately $765 million of net assets, including approximately $179 million of cash and cash equivalents, were subject to such requirements. The requirements we must comply with to transfer funds out of China, South Africa, Serbia and Argentina have not adversely impacted our ability to make transfers out of those countries. 
 Operating Activities 
 Net cash used for operating activities was $620 million in the first six months of 2026, compared to net cash used for operating activities of $718 million in the first six months of 2025. The $98 million decrease in net cash used for operating activities was 
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 primarily due to a lower use of working capital of $449 million and decreased rationalization payments of $81 million, partially offset by $376 million in cash received in 2025 for deferred amounts related to our divestitures. 
 The decrease in cash used for working capital reflects a decrease in cash used for Inventory of $172 million, Accounts Receivable of $158 million and Accounts Payable — Trade of $119 million. 
 Investing Activities 
 Net cash used for investing activities was $339 million in the first six months of 2026, compared to net cash provided by investing activities of $837 million in the first six months of 2025. The $1,176 million increase in net cash used for investing activities was primarily due to cash provided by asset dispositions of $1,328 million in the first six months of 2025 due to the sale of the OTR tire business and Dunlop brand, as well as other asset dispositions, partially offset by decreased capital expenditures of $124 million. 
 Financing Activities 
 Net cash provided by financing activities was $1,020 million in the first six months of 2026, compared to net cash used for financing activities of $107 million in the first six months of 2025. The $1,127 million increase in cash provided by financing activities was primarily related to net borrowings of $1,029 million in the first six months of 2026, including the issuance of $1,050 million of new senior notes, compared to net debt repayments of $112 million in the first six months of 2025. 
 Credit Sources 
 In aggregate, we had total credit arrangements of $10,992 million available at June 30, 2026, of which $3,891 million were unused, compared to $10,525 million available at December 31, 2025, of which $4,421 million were unused. At June 30, 2026, we had long term credit arrangements totaling $10,290 million, of which $3,565 million were unused, compared to $9,707 million and $4,145 million, respectively, at December 31, 2025. At June 30, 2026, we had short term committed and uncommitted credit arrangements totaling $702 million, of which $326 million were unused, compared to $818 million and $276 million, respectively, at December 31, 2025. The continued availability of the short term uncommitted arrangements is at the discretion of the relevant lenders and may be terminated at any time. 
 Outstanding Notes 
 At June 30, 2026, we had $5,425 million of outstanding notes, compared to $4,391 million at December 31, 2025. 
 $1,050 million 8.875% Senior Notes due 2032 
 On June 4, 2026, we issued $1,050 million in aggregate principal amount of 8.875% senior notes due 2032. These notes were sold at 100% of the principal amount and will mature on July 15, 2032. These notes are unsecured senior obligations and are guaranteed by our U.S. and Canadian subsidiaries that also guarantee our obligations under our U.S. first lien revolving credit facility described below. 
 We have the option to redeem these notes, in whole or in part, at any time on or after July 15, 2029 at a redemption price of 104.438%, 102.219% and 100% during the 12-month periods commencing on July 15, 2029, 2030 and 2031 and thereafter, respectively, plus accrued and unpaid interest to the redemption date. Prior to July 15, 2029, we may redeem these notes, in whole or in part, at a redemption price equal to 100% of the principal amount plus a make-whole premium and accrued and unpaid interest to the redemption date. In addition, prior to July 15, 2029, we may redeem up to 35% of the original aggregate principal amount of these notes from the net cash proceeds of certain equity offerings at a redemption price equal to 108.875% of the principal amount plus accrued and unpaid interest to the redemption date. 
 The terms of the indenture for these notes, among other things, limit our ability and the ability of certain of our subsidiaries to (i) incur certain liens, (ii) engage in sale and leaseback transactions, and (iii) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets. These covenants are subject to significant exceptions and qualifications. 
 $2.75 billion Amended and Restated First Lien Revolving Credit Facility due 2030 
 Our amended and restated first lien revolving credit facility matures on May 19, 2030 and is available in the form of loans or letters of credit. Up to $800 million in letters of credit and $50 million of swingline loans are available for issuance under the facility. Subject to the consent of the lenders whose commitments are to be increased, we may request that the facility be increased by up to $250 million. 
 Our obligations under the facility are guaranteed by most of our wholly-owned U.S. and Canadian subsidiaries. Our obligations under the facility and our subsidiaries' obligations under the related guarantees are secured by first priority security interests in a variety of collateral. Based on our current liquidity, amounts drawn under this facility bear interest at SOFR plus 125 basis points. Undrawn amounts under the facility are subject to an annual commitment fee of 25 basis points. 
 Availability under the facility is subject to a borrowing base, which is based on (i) eligible accounts receivable and inventory of The Goodyear Tire & Rubber Company and certain of its U.S. and Canadian subsidiaries, (ii) the greater of 50% of the 
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 appraised value, if any, of our principal trademarks or $400 million, (iii) the value of eligible machinery and equipment, and (iv) certain cash in an amount not to exceed $275 million. To the extent that our eligible accounts receivable, inventory and other components of the borrowing base decline in value, our borrowing base will decrease and the availability under the facility may decrease below $2.75 billion. In addition, if the amount of outstanding borrowings and letters of credit under the facility exceeds the borrowing base, we would be required to prepay borrowings and/or cash collateralize letters of credit sufficient to eliminate the excess. As of June 30, 2026, our borrowing base, and therefore our availability under the facility, was $354 million below the facility's stated amount of $2.75 billion. 
 At June 30, 2026, we had $157 million of borrowings and $1 million of letters of credit issued under the revolving credit facility. At December 31, 2025, we had no borrowings and $1 million of letters of credit issued under the revolving credit facility. 
 €800 million Amended and Restated Senior Secured European Revolving Credit Facility due 2028 
 The European revolving credit facility matures on January 14, 2028 and consists of (i) a €180 million German tranche that is available only to Goodyear Germany GmbH and (ii) a €620 million all-borrower tranche that is available to Goodyear Europe B.V. ("GEBV"), Goodyear Germany and Goodyear Operations S.A. Up to €175 million of swingline loans and €75 million in letters of credit are available for issuance under the all-borrower tranche. Subject to the consent of the lenders whose commitments are to be increased, we may request that the facility be increased by up to €200 million. Amounts drawn under this facility will bear interest at SOFR plus 150 basis points for loans denominated in U.S. dollars, EURIBOR plus 150 basis points for loans denominated in euros, and SONIA plus 150 basis points for loans denominated in pounds sterling. Undrawn amounts under the facility are subject to an annual commitment fee of 25 basis points. 
 At June 30, 2026, there were $205 million (€180 million) of borrowings outstanding under the German tranche, no borrowings outstanding under the all-borrower tranche, and no letters of credit outstanding under the European revolving credit facility. At December 31, 2025, we had no borrowings and no letters of credit outstanding under the European revolving credit facility. 
 Both our first lien revolving credit facility and our European revolving credit facility have customary representations and warranties including, as a condition to borrowing, that all such representations and warranties are true and correct, in all material respects, on the date of the borrowing, including representations as to no material adverse change in our business or financial condition since December 31, 2024 under the first lien facility and December 31, 2021 under the European facility. 
 Accounts Receivable Securitization Facilities (On-Balance Sheet) 
 GEBV and certain other of our European subsidiaries are parties to a pan-European accounts receivable securitization facility that expires in 2032. The terms of the facility provide the flexibility to designate annually the maximum amount of funding available under the facility in an amount of not less than €30 million and not more than €450 million. For the period from October 2025 through October 2027, the designated maximum amount of the facility is €300 million. 
 The facility involves an ongoing daily sale of substantially all of the trade accounts receivable of certain GEBV subsidiaries. These subsidiaries retain servicing responsibilities. Utilization under this facility is based on eligible receivable balances. 
 The funding commitments under the facility will expire upon the earliest to occur of: (a) October 18, 2032, (b) the non-renewal and expiration (without substitution) of all of the back-up liquidity commitments, (c) the early termination of the facility according to its terms (generally upon an Early Amortisation Event (as defined in the facility), which includes, among other things, events similar to the events of default under our first lien revolving credit facility; certain tax law changes; or certain changes to law, regulation or accounting standards), or (d) our request for early termination of the facility. The facility’s current back-up liquidity commitments will expire in October 2027. 
 The facility has customary representations, warranties, covenants and Early Amortisation Events. In addition, it is an Early Amortisation Event under the facility if GEBV’s ratio of Consolidated Net GEBV Indebtedness to Consolidated GEBV EBITDA for a period of four consecutive fiscal quarters is greater than 3.0 to 1.0 at the end of any fiscal quarter. This financial covenant is substantially similar to the covenant included in our European revolving credit facility. 
 At June 30, 2026, the amounts available and utilized under this program totaled $244 million (€214 million). At December 31, 2025, the amounts available and utilized under this program totaled $292 million (€249 million). The program does not qualify for sale accounting, and accordingly, these amounts are included in Long Term Debt and Finance Leases. 
 Accounts Receivable Factoring Facilities (Off-Balance Sheet) 
 We have sold certain of our accounts receivables under off-balance sheet programs. For these programs, we have concluded that there is generally no risk of loss to us from non-payment of the sold receivables. At June 30, 2026, the gross amount of receivables sold was $830 million, compared to $892 million at December 31, 2025. 
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 Letters of Credit 
 At June 30, 2026, we had $216 million in letters of credit issued under bilateral letter of credit agreements and other foreign credit facilities. The majority of these letter of credit agreements are in lieu of security deposits. 
 Supplier Financing 
 We have entered into supplier finance programs with several financial institutions. Under these programs, the financial institutions act as our paying agents with respect to accounts payable due to our suppliers. We agree to pay the financial institutions the stated amount of the confirmed invoices from the designated suppliers on the original due dates of the invoices. Invoice payment terms can be up to 120 days based on industry norms for the specific item purchased. We do not pay any fees to the financial institutions and we do not pledge any assets as security or provide other forms of guarantees for these programs. These programs allow our suppliers to sell their receivables to the financial institutions at the sole discretion of the suppliers and the financial institutions on terms that are negotiated among them. We are not always notified when our suppliers sell receivables under these programs. Our obligations to our suppliers, including the amounts due and scheduled payment dates, are not impacted by our suppliers’ decisions to sell their receivables under these programs. The amounts available under these programs were $881 million and $876 million at June 30, 2026 and December 31, 2025, respectively. The amounts confirmed to the financial institutions were $550 million and $551 million at June 30, 2026 and December 31, 2025, respectively, and are included in Accounts Payable — Trade in our Consolidated Balance Sheets. All activity related to these obligations is presented within operating activities on the Consolidated Statements of Cash Flows. 
 Further Information 
 For a further description of the terms of our outstanding notes, first lien revolving credit facility, European revolving credit facility and pan-European accounts receivable securitization facility, refer to Note to the Consolidated Financial Statements No. 16, Financing Arrangements and Derivative Financial Instruments, in our 2025 Form 10‑K and Note to the Consolidated Financial Statements No. 8, Financing Arrangements and Derivative Financial Instruments, in this Form 10-Q. 
 Covenant Compliance 
 Our first lien revolving credit facility contains certain covenants that, among other things, limit our ability to incur additional debt or issue redeemable preferred stock, pay dividends, repurchase shares or make certain other restricted payments or investments, incur liens, sell assets, incur restrictions on the ability of our subsidiaries to pay dividends or to make other payments to us, enter into affiliate transactions, engage in sale and leaseback transactions, and consolidate, merge, sell or otherwise dispose of all or substantially all of our assets. The indentures governing our notes also contain certain covenants that, among other things, limit our ability to incur liens, engage in sale and leaseback transactions, and consolidate, merge, sell or otherwise dispose of all or substantially all of our assets. These covenants are subject to significant exceptions and qualifications. Our first lien revolving credit facility and the indentures governing our notes also have customary defaults, including cross-defaults to material indebtedness of Goodyear and its subsidiaries. 
 We have an additional financial covenant in our first lien revolving credit facility that is currently not applicable. We become subject to that financial covenant when the aggregate amount of our Parent Company (The Goodyear Tire & Rubber Company) and guarantor subsidiaries cash and cash equivalents (“Available Cash”) plus our availability under our first lien revolving credit facility is less than $275 million. If this were to occur, our ratio of EBITDA to Consolidated Interest Expense may not be less than 2.0 to 1.0 for the most recent period of four consecutive fiscal quarters. As of June 30, 2026, our unused availability under this facility of $2,238 million, plus our Available Cash of $140 million, totaled $2,378 million, which is in excess of $275 million. 
 In addition, our European revolving credit facility contains non-financial covenants similar to the non-financial covenants in our first lien revolving credit facility that are described above, similar non-financial covenants specifically applicable to GEBV and its subsidiaries, and a financial covenant applicable only to GEBV and its subsidiaries. This financial covenant provides that we are not permitted to allow GEBV’s ratio of Consolidated Net GEBV Indebtedness to Consolidated GEBV EBITDA for a period of four consecutive fiscal quarters to be greater than 3.0 to 1.0 at the end of any fiscal quarter. Consolidated Net GEBV Indebtedness is determined net of the sum of cash and cash equivalents in excess of $100 million held by GEBV and its subsidiaries, cash and cash equivalents in excess of $150 million held by the Parent Company and its U.S. subsidiaries, and availability under our first lien revolving credit facility if the ratio of EBITDA to Consolidated Interest Expense described above is not applicable and the conditions to borrowing under the first lien revolving credit facility are met. Consolidated Net GEBV Indebtedness also excludes loans from other consolidated Goodyear entities. This financial covenant is also included in our pan-European accounts receivable securitization facility. At June 30, 2026, we were in compliance with this financial covenant. 
 Our credit facilities also state that we may only incur additional debt or make restricted payments that are not otherwise expressly permitted if, after giving effect to the debt incurrence or the restricted payment, our ratio of EBITDA to Consolidated Interest Expense for the prior four fiscal quarters would exceed 2.0 to 1.0. Our credit facilities also permit the incurrence of additional debt through other provisions in those agreements without regard to our ability to satisfy the ratio-based incurrence 
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 test described above. We believe that these other provisions provide us with sufficient flexibility to incur additional debt necessary to meet our operating, investing and financing needs without regard to our ability to satisfy the ratio-based incurrence test. 
 Covenants could change based upon a refinancing or amendment of an existing facility, or additional covenants may be added in connection with the incurrence of new debt. 
 At June 30, 2026, we were in compliance with the currently applicable material covenants imposed by our principal credit facilities and indentures. 
 The terms “Available Cash,” “EBITDA,” “Consolidated Interest Expense,” “Consolidated Net GEBV Indebtedness” and “Consolidated GEBV EBITDA” have the meanings given them in the respective credit facilities. 
 Potential Future Financings 
 In addition to the financing activities described above, we may seek to undertake additional financing actions which could include restructuring bank debt or capital markets transactions, possibly including the issuance of additional debt or equity. Given the inherent uncertainty of market conditions, access to the capital markets cannot be assured. 
 Our future liquidity requirements may make it necessary for us to incur additional debt. However, a substantial portion of our assets are already subject to liens securing our indebtedness. As a result, we are limited in our ability to pledge our remaining assets as security for additional secured indebtedness. In addition, no assurance can be given as to our ability to raise additional unsecured debt. 
 Dividends and Common Stock Repurchases 
 Under our primary credit facilities, we are permitted to pay dividends on and repurchase our capital stock (which constitute restricted payments) as long as no default will have occurred and be continuing, additional indebtedness can be incurred under the credit facilities following the payment, and certain financial tests are satisfied. 
 We do not currently pay a quarterly dividend on our common stock. 
 We may repurchase shares delivered to us by employees as payment for the exercise price of stock options and the withholding taxes due upon the exercise of stock options or the vesting or payment of stock awards. During the first six months of 2026, we did not repurchase any shares from employees. 
 The restrictions imposed by our credit facilities are not expected to significantly affect our ability to pay dividends or repurchase our capital stock in the future. 
 Asset Dispositions 
 Historically, the restrictions on asset sales and sale and leaseback transactions imposed by our material indebtedness have not affected our ability to divest non-core businesses or assets. We may undertake additional asset sales and sale and leaseback transactions in the future. The restrictions imposed by our material indebtedness may require us to seek waivers or amendments of covenants or alternative sources of financing to proceed with future transactions. We cannot assure you that such waivers, amendments or alternative financing could be obtained, or if obtained, would be on terms acceptable to us. 
 Supplemental Guarantor Financial Information 
 Certain of our subsidiaries, which are listed on Exhibit 22.1 to this Quarterly Report on Form 10-Q and are generally holding or operating companies, have guaranteed our obligations under the $700 million outstanding principal amount of 4.875% senior notes due 2027, the $850 million outstanding principal amount of 5% senior notes due 2029, the $500 million outstanding principal amount of 6.625% senior notes due 2030, the $550 million outstanding principal amount of 5.25% senior notes due April 2031, the $600 million outstanding principal amount of 5.25% senior notes due July 2031, the $1,050 million outstanding principal amount of 8.875% senior notes due 2032 and the $450 million outstanding principal amount of 5.625% senior notes due 2033 (collectively, the “Notes”). 
 The Notes have been issued by The Goodyear Tire & Rubber Company (the “Parent Company”) and are its senior unsecured obligations. The Notes rank equally in right of payment with all of our existing and future senior unsecured obligations and senior to any of our future subordinated indebtedness. The Notes are effectively subordinated to our existing and future secured indebtedness to the extent of the assets securing that indebtedness. The Notes are fully and unconditionally guaranteed on a joint and several basis by each of our wholly-owned U.S. and Canadian subsidiaries that also guarantee our obligations under our first lien revolving credit facility (such guarantees, the “Guarantees”; and, such guaranteeing subsidiaries, the “Subsidiary Guarantors”). The Guarantees are senior unsecured obligations of the Subsidiary Guarantors and rank equally in right of payment with all existing and future senior unsecured obligations of our Subsidiary Guarantors. The Guarantees are effectively subordinated to existing and future secured indebtedness of the Subsidiary Guarantors to the extent of the assets securing that indebtedness. 
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 The Notes are structurally subordinated to all of the existing and future debt and other liabilities, including trade payables, of our subsidiaries that do not guarantee the Notes (the “Non-Guarantor Subsidiaries”). The Non-Guarantor Subsidiaries will have no obligation, contingent or otherwise, to pay amounts due under the Notes or to make funds available to pay those amounts. Certain Non-Guarantor Subsidiaries are limited in their ability to remit funds to us by means of dividends, advances or loans due to required foreign government and/or currency exchange board approvals or limitations in credit agreements or other debt instruments of those subsidiaries. 
 The Subsidiary Guarantors, as primary obligors and not merely as sureties, jointly and severally irrevocably and unconditionally guarantee on a senior unsecured basis the performance and full and punctual payment when due of all obligations of the Parent Company under the Notes and the related indentures, whether for payment of principal of or interest on the Notes, expenses, indemnification or otherwise. The Guarantees of the Subsidiary Guarantors are subject to release in limited circumstances only upon the occurrence of certain customary conditions. 
 Although the Guarantees provide the holders of Notes with a direct unsecured claim against the assets of the Subsidiary Guarantors, under U.S. federal bankruptcy law and comparable provisions of U.S. state fraudulent transfer laws, in certain circumstances a court could cancel a Guarantee and order the return of any payments made thereunder to the Subsidiary Guarantor or to a fund for the benefit of its creditors. 
 A court might take these actions if it found, among other things, that when the Subsidiary Guarantors incurred the debt evidenced by their Guarantee (i) they received less than reasonably equivalent value or fair consideration for the incurrence of the debt and (ii) any one of the following conditions was satisfied: 
 • the Subsidiary Guarantor was insolvent or rendered insolvent by reason of the incurrence; 
 • the Subsidiary Guarantor was engaged in a business or transaction for which its remaining assets constituted unreasonably small capital; or 
 • the Subsidiary Guarantor intended to incur, or believed (or reasonably should have believed) that it would incur, debts beyond its ability to pay as those debts matured. 
 In applying the above factors, a court would likely find that a Subsidiary Guarantor did not receive fair consideration or reasonably equivalent value for its Guarantee, except to the extent that it benefited directly or indirectly from the issuance of the Notes. The determination of whether a guarantor was or was not rendered “insolvent” when it entered into its guarantee will vary depending on the law of the jurisdiction being applied. Generally, an entity would be considered insolvent if the sum of its debts (including contingent or unliquidated debts) is greater than all of its assets at a fair valuation or if the present fair salable value of its assets is less than the amount that will be required to pay its probable liability on its existing debts, including contingent or unliquidated debts, as they mature. 
 Under Canadian federal bankruptcy and insolvency laws and comparable provincial laws on preferences, fraudulent conveyances or other challengeable or voidable transactions, the Guarantees could be challenged as a preference, fraudulent conveyance, transfer at undervalue or other challengeable or voidable transaction. The test to be applied varies among the different pieces of legislation, but as a general matter these types of challenges may arise in circumstances where: 
 • such action was intended to defeat, hinder, delay, defraud or prejudice creditors or others; 
 • such action was taken within a specified period of time prior to the commencement of proceedings under Canadian bankruptcy, insolvency or restructuring legislation in respect of a Subsidiary Guarantor, the consideration received by the Subsidiary Guarantor was conspicuously less than the fair market value of the consideration given, and the Subsidiary Guarantor was insolvent or rendered insolvent by such action and (in some circumstances, or) such action was intended to defraud, defeat or delay a creditor; 
 • such action was taken within a specified period of time prior to the commencement of proceedings under Canadian bankruptcy, insolvency or restructuring legislation in respect of a Subsidiary Guarantor and such action was taken, or is deemed to have been taken, with a view to giving a creditor a preference over other creditors or, in some circumstances, had the effect of giving a creditor a preference over other creditors; or 
 • a Subsidiary Guarantor is found to have acted in a manner that was oppressive, unfairly prejudicial to or unfairly disregarded the interests of any shareholder, creditor, director, officer or other interested party. 
 In addition, in certain insolvency proceedings a Canadian court may subordinate claims in respect of the Guarantees to other claims against a Subsidiary Guarantor under the principle of equitable subordination if the court determines that (1) the holder of Notes engaged in some type of inequitable or improper conduct, (2) the inequitable or improper conduct resulted in injury to other creditors or conferred an unfair advantage upon the holder of Notes and (3) equitable subordination is not inconsistent with the provisions of the relevant solvency statute. 
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 If a court canceled a Guarantee, the holders of Notes would no longer have a claim against that Subsidiary Guarantor or its assets. 
 Each Guarantee is limited, by its terms, to an amount not to exceed the maximum amount that can be guaranteed by the applicable Subsidiary Guarantor without rendering the Guarantee, as it relates to that Subsidiary Guarantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer or similar laws affecting the rights of creditors generally. 
 Each Subsidiary Guarantor is a consolidated subsidiary of the Parent Company at the date of each balance sheet presented. The following tables present summarized financial information for the Parent Company and the Subsidiary Guarantors on a combined basis after elimination of (i) intercompany transactions and balances among the Parent Company and the Subsidiary Guarantors and (ii) equity in earnings from and investments in any Non-Guarantor Subsidiary. 
 
 Summarized Balance Sheets 
 (In millions) June 30,
2026 December 31, 2025 
 Total Current Assets (1) 
 $ 5,570 $ 5,058 
 Total Non-Current Assets 5,869 5,948 
 
 Total Current Liabilities $ 3,621 $ 3,121 
 Total Non-Current Liabilities 7,117 6,929 
 (1) Includes receivables due from Non-Guarantor Subsidiaries of $1,687 million and $1,574 million as of June 30, 2026 and December 31, 2025, respectively. 
 

 
 Summarized Statements of Operations 
 (In millions) Six Months Ended June 30, 2026 Year Ended 
 December 31, 2025 
 
 Net Sales $ 3,979 $ 10,348 
 Cost of Goods Sold 3,457 8,530 
 Selling, Administrative and General Expense 755 1,505 
 Goodwill and Intangible Asset Impairment — 674 
 Rationalizations 19 133 
 Interest Expense 170 385 
 Other (Income) Expense 
 (118) (159) 
 Net (Gain) Loss on Asset Sales (11) (254) 
 Income (Loss) before Income Taxes 
 $ (293) $ (466) 
 
 Net Income (Loss) (2) 
 $ (333) $ (1,851) 
 Goodyear Net Income (Loss) (2) 
 $ (333) $ (1,851) 
 (2) Includes income from intercompany transactions with Non-Guarantor Subsidiaries of $225 million for the six months ended June 30, 2026, primarily from royalties, intercompany product sales, dividends and interest, and $557 million for the year ended December 31, 2025, primarily from royalties, dividends, interest and intercompany product sales. 
 

 
 CRITICAL ACCOUNTING POLICIES 
 Goodwill and Intangible Assets. Goodwill and indefinite-lived intangible assets are tested for impairment annually or more frequently if an indicator of impairment is present. Intangible assets with finite lives are amortized over their useful lives and are reviewed for impairment whenever events or circumstances warrant such review. Goodwill and intangible assets are written down to fair value if considered impaired. 
 Goodwill and Intangible Assets totaled $44 million and $651 million, respectively, at June 30, 2026, compared to $42 million and $663 million, respectively, at December 31, 2025. All goodwill was associated with the reporting unit in our Asia Pacific segment at June 30, 2026 and December 31, 2025. 
 Goodwill and intangible assets with indefinite useful lives are not amortized but are assessed for impairment annually on October 31 with the option to perform a qualitative assessment to determine whether further impairment testing is necessary or to perform a quantitative assessment by comparing the fair value of the reporting unit or indefinite-lived intangible asset to its 
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 carrying value. In addition to the annual assessment, impairment evaluation is considered during interim periods when events occur or circumstances change that would more likely than not reduce the fair value of the asset below its carrying value. During our annual impairment assessment and in subsequent interim periods, we review events that occur or circumstances that change, including the macroeconomic environment, our business performance and our market capitalization, to determine if a quantitative impairment assessment is necessary. We review our business performance and the macroeconomic environment against our recent expectations and evaluate book value compared to market capitalization, including fluctuations in our stock price, to determine if this could be an indicator of potential impairment. Consideration is given as to whether a fluctuation in our stock price is a result of current market conditions, due to a transitory event or an event that is expected to continue to affect us, or is consistent with our historical stock price volatility. We also consider these factors compared to the results of our most recent quantitative impairment assessment. 
 Under the qualitative assessment, we assess whether it is more likely than not (defined as a likelihood of more than 50%) that the fair value of our goodwill or indefinite-lived intangible assets is less than the respective carrying values. If it is more likely than not that an impairment exists, then a quantitative impairment assessment is performed. If under the quantitative assessment the fair value is less than the carrying value, an impairment loss will be recorded for the difference between the carrying value and the fair value. Under the quantitative assessment, we estimate the fair value of goodwill using the discounted cash flows of a reporting unit. For indefinite-lived intangible assets we estimate the fair value using discounted cash flows following a relief-from-royalty method utilizing a market-based royalty rate. Forecasts of future cash flows are based on our best estimate of projected revenue and projected operating margin, based primarily on sales and production volume, pricing, raw material costs, market share, industry outlook, general economic conditions, and certain strategic actions we plan to implement. Cash flows are discounted using our weighted average cost of capital. 
 As part of our annual impairment analysis as of October 31, 2025, we completed a qualitative impairment analysis of our Asia Pacific reporting unit. After considering the results of our most recent quantitative annual testing, the capital markets environment, macroeconomic conditions, tire industry competition and trends, our results of operations, and other factors, we concluded that it was not more likely than not that the fair value of our Asia Pacific reporting unit was less than the carrying value and, therefore, did not perform a quantitative analysis. 
 At June 30, 2026, after evaluating macroeconomic conditions and our current and future results of operations, we concluded that there were no triggering events and it was not more likely than not that the fair value of goodwill of our reporting unit within our Asia Pacific segment was less than its carrying value and, therefore, did not have any impairment. Future changes in the judgments, assumptions and estimates that are used in our impairment testing for goodwill, including discount rates and cash flow projections, could result in significantly different estimates of the fair values. A significant reduction in the estimated fair values could result in non-cash impairment charges that could adversely affect our results of operations in a future period. 
 In the second quarter of 2026, we experienced continued volume declines, primarily in Americas and EMEA. We viewed this event as a triggering event and performed a quantitative analysis of the fair value of $425 million of our indefinite-lived intangible assets related to the acquisition of Cooper Tire as of June 30, 2026. Based on the results of the quantitative impairment assessments, the fair value of the indefinite-lived intangible assets approximated their respective carrying values. We determined the fair value of the indefinite-lived intangible assets using the relief-from-royalty method, which calculates the cost savings associated with owning rather than licensing the assets. The most critical assumptions used in the calculation of the fair value are projected revenue, discount rate and royalty rate. The fair value of the indefinite-lived intangible assets is sensitive to differences between estimated and actual revenue, including changes in the discount rate and royalty rate used to evaluate the fair value of these assets. Although we believe our estimate of fair value is reasonable, the performance of these indefinite-lived intangible assets is dependent on our ability to execute our business plan. If our future financial performance falls below our expectations or there are adverse revisions to significant assumptions, including projected revenues, discount rates or royalty rates, this could be indicative that the fair values of these indefinite-lived intangible assets have declined below their carrying values, and therefore we may need to record a material, non-cash impairment charge in a future period. 
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 FORWARD-LOOKING INFORMATION — SAFE HARBOR STATEMENT 
 Certain information in this Form 10-Q (other than historical data and information) may constitute forward-looking statements regarding events and trends that may affect our future operating results and financial position. The words “estimate,” “expect,” “intend” and “project,” as well as other words or expressions of similar meaning, are intended to identify forward-looking statements. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. Such statements are based on current expectations and assumptions, are inherently uncertain, are subject to risks and should be viewed with caution. Actual results and experience may differ materially from the forward-looking statements as a result of many factors, including: 
 • if we do not successfully implement our strategic initiatives, our operating results, financial condition and liquidity may be materially adversely affected; 
 • our ongoing obligations to the purchasers of our OTR tire business, the Dunlop brand and our chemical business may disrupt our current and future plans or operations; 
 • we face significant global competition and our market share could decline; 
 • our capital expenditures may not be adequate to maintain our competitive position and may not be implemented in a timely or cost-effective manner; 
 • raw material, energy and transportation cost increases may materially adversely affect our operating results and financial condition; 
 • we have experienced inflationary cost pressures, including with respect to wages, benefits and energy costs, that may materially adversely affect our operating results and financial condition; 
 • if we experience a labor strike, work stoppage, labor shortage or other similar event at the Company or its joint ventures, our business, results of operations, financial condition and liquidity could be materially adversely affected; 
 • we have been, and may continue to be, negatively impacted by changes in tariffs, trade agreements or trade restrictions on imported tires, raw materials and other goods or equipment; 
 • the ultimate availability, timing and amount of any refunds of IEEPA tariffs remains uncertain, and the amount, if any, that we ultimately recover may differ from the amount we previously paid or be materially delayed; 
 • delays or disruptions in our supply chain or in the provision of services, including utilities, to us could result in increased costs or disruptions in our operations; 
 • a prolonged economic downturn or economic uncertainty could adversely affect our business and results of operations; 
 • deteriorating economic conditions in any of our major markets, or an inability to access capital markets or third-party financing when necessary, may materially adversely affect our operating results, financial condition and liquidity; 
 • our international operations have certain risks that may materially adversely affect our operating results, financial condition and liquidity; 
 • we have foreign currency translation and transaction risks that may materially adversely affect our operating results, financial condition and liquidity; 
 • financial difficulties, work stoppages, labor shortages, supply disruptions or economic conditions affecting our major OE customers, dealers or suppliers could harm our business; 
 • our long-term ability to meet our obligations, to repay maturing indebtedness or to implement strategic initiatives may be dependent on our ability to access capital markets in the future and to improve our operating results; 
 • we have a substantial amount of debt, which could restrict our growth, place us at a competitive disadvantage or otherwise materially adversely affect our financial health; 
 • any failure to be in compliance with any material provision or covenant of our debt instruments, or a material reduction in the borrowing base under our first lien revolving credit facility, could have a material adverse effect on our liquidity and operations; 
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 • our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly; 
 • we have substantial fixed costs and, as a result, our operating income fluctuates disproportionately with changes in our net sales; 
 • we may incur significant costs in connection with our contingent liabilities and tax matters; 
 • our reserves for contingent liabilities and our recorded insurance assets are subject to various uncertainties, the outcome of which may result in our actual costs being significantly higher than the net amount recorded; 
 • environmental issues, including climate change, or legal, regulatory or market measures to address environmental issues, may negatively affect our business and operations and cause us to incur significant costs; 
 • we are subject to extensive government regulations that may materially adversely affect our operating results; 
 • we may be adversely affected by any disruption in, or failure of, our information technology systems due to computer viruses, unauthorized access, cyber-attack, natural disasters or other similar disruptions; 
 • we may not be able to protect our intellectual property rights adequately; 
 • if we are unable to attract and retain key personnel, our business could be materially adversely affected; and 
 • we may be impacted by economic and supply disruptions associated with events beyond our control, such as war, including the current conflicts between Russia and Ukraine and in the Middle East, acts of terror, political unrest, public health concerns, labor disputes or natural disasters. 
 It is not possible to foresee or identify all such factors. We will not revise or update any forward-looking statement or disclose any facts, events or circumstances that occur after the date hereof that may affect the accuracy of any forward-looking statement. 
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.
GOODYEAR TIRE & RUBBER CO /OH/ 10-Q

Item 2. Management’s Discussion and Analysis
