Reynolds Consumer Products Inc. 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm ( PCAOB ID 238 ) 45 Consolidated Statements of Income for the years ended December 31, 2025, 2024 and 2023 47 Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023 48 Consolidated Balance Sheets as of December 31, 2025 and 2024 49 Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2025, 2024 and 2023 50 Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023 51 Notes to the Consolidated Financial Statements 52 44 Table of Contents Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Reynolds Consumer Products Inc. Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Reynolds Consumer Products Inc. and its subsidiaries (the “Company”) as of December 31, 2025 and 2024, and the related consolidated statements of income, of comprehensive income, of stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2025, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management ’ s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 45 Table of Contents Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Revenue Recognition for Certain Contracts with Customers As described in Note 2 to the consolidated financial statements, the Company recorded total net revenues of $3,721 million for the year ended December 31, 2025, of which a portion relates to certain contracts with customers, recorded net of discounts, allowances and trade promotions (collectively referred to as “sales incentives”) recognized throughout the year . Consideration in contracts with customers is variable due to anticipated reductions such as sales incentives. Accordingly, revenues are recorded net of estimated sales incentives recognized throughout the year and as of year-end. The transaction price is estimated based on the amount of consideration to which management believes the Company will be entitled, using an expected value method. The principal considerations for our determination that performing procedures relating to revenue recognition for certain contracts with customers is a critical audit matter is a high degree of auditor effort in performing procedures related to revenue recognition for certain contracts with customers, recorded net of sales incentives recognized throughout the year. Addressin g the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process. These procedures also included, among others (i) evaluating certain revenue transactions by testing the issuance and settlement of invoices and credit memos, tracing transactions not settled to a detailed listing of accounts receivable, and testing the completeness and accuracy of data provided by management; (ii) evaluating and recalculating, on a sample basis, certain sales incentives recognized by obtaining and inspecting source documents, such as executed contracts and support for the amount; and (iii) evaluating, on a sample basis, outstanding customer invoice balances as of December 31, 2025 by obtaining and inspecting source documents, such as executed contracts, invoices, proof of shipment, and subsequent cash receipts. /s/ PricewaterhouseCoopers LLP Chicago, Illinois February 4, 2026 We have served as the Company’s auditor since 2015. 46 Table of Contents Reynolds Consumer Products Inc. Consolidated Statements of Income For the Years Ended December 31 (in millions, except for per share data) 2025 2024 2023 Net revenues $ 3,704 $ 3,618 $ 3,673 Related party net revenues 17 77 83 Total net revenues 3,721 3,695 3,756 Cost of sales ( 2,807 ) ( 2,717 ) ( 2,814 ) Gross profit 914 978 942 Selling, general and administrative expenses ( 382 ) ( 429 ) ( 430 ) Other expense, net ( 40 ) — — Income from operations 492 549 512 Interest expense, net ( 86 ) ( 98 ) ( 119 ) Debt refinancing expense ( 13 ) — — Income before income taxes 393 451 393 Income tax expense ( 92 ) ( 99 ) ( 95 ) Net income $ 301 $ 352 $ 298 Earnings per share Basic $ 1.43 $ 1.68 $ 1.42 Diluted $ 1.43 $ 1.67 $ 1.42 Weighted average shares outstanding: Basic 210.3 210.1 210.0 Diluted 210.4 210.4 210.0 See accompanying notes to the consolidated financial statements. 47 Table of Contents Reynolds Consumer Products Inc. Consolidated Statements of Comprehensive Income For the Years Ended December 31 (in millions) 2025 2024 2023 Net income $ 301 $ 352 $ 298 Other comprehensive (loss) income, net of income taxes: Currency translation adjustment 2 ( 3 ) — Employee benefit plans ( 3 ) ( 3 ) 11 Derivative instruments ( 14 ) ( 9 ) ( 13 ) Other comprehensive (loss) income, net of income taxes ( 15 ) ( 15 ) ( 2 ) Comprehensive income $ 286 $ 337 $ 296 See accompanying notes to the consolidated financial statements. 48 Table of Contents Reynolds Consumer Products Inc. Consolidated Balance Sheets As of December 31 (in millions, except for per share data) 2025 2024 Assets Cash and cash equivalents $ 147 $ 137 Accounts receivable, net 355 337 Other receivables 10 7 Related party receivables — 6 Inventories 584 567 Other current assets 20 47 Total current assets 1,116 1,101 Property, plant and equipment, net 823 758 Operating lease right-of-use assets, net 98 90 Goodwill 1,895 1,895 Intangible assets, net 943 972 Other assets 61 57 Total assets $ 4,936 $ 4,873 Liabilities Accounts payable $ 387 $ 319 Related party payables — 34 Current operating lease liabilities 23 20 Income taxes payable 14 5 Accrued and other current liabilities 153 161 Total current liabilities 577 539 Long-term debt 1,580 1,686 Long-term operating lease liabilities 81 73 Deferred income taxes 350 342 Long-term postretirement benefit obligation 13 14 Other liabilities 82 77 Total liabilities $ 2,683 $ 2,731 Commitments and contingencies (Note 13) Stockholders’ equity Common stock, $ 0.001 par value; 2,000 shares authorized; 210.3 shares issued and outstanding — — Additional paid-in capital 1,431 1,413 Accumulated other comprehensive income 20 35 Retained earnings 802 694 Total stockholders’ equity 2,253 2,142 Total liabilities and stockholders’ equity $ 4,936 $ 4,873 See accompanying notes to the consolidated financial statements. 49 Table of Contents Reynolds Consumer Products Inc. Consolidated Statements of Stockholders’ Equity (in millions, except for per share data) Common Stock Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income Total Equity Balance as of December 31, 2022 $ — $ 1,385 $ 431 $ 52 $ 1,868 Net income — — 298 — 298 Other comprehensive loss, net of income taxes — — — ( 2 ) ( 2 ) Dividends ($ 0.92 per share declared and paid) — — ( 192 ) — ( 192 ) Other — 11 — — 11 Balance as of December 31, 2023 $ — $ 1,396 $ 537 $ 50 $ 1,983 Net income — — 352 — 352 Other comprehensive loss, net of income taxes — — — ( 15 ) ( 15 ) Dividends ($ 0.92 per share declared and paid) — — ( 192 ) — ( 192 ) Other — 17 ( 3 ) — 14 Balance as of December 31, 2024 $ — $ 1,413 $ 694 $ 35 $ 2,142 Net income — — 301 — 301 Other comprehensive loss, net of income taxes — — — ( 15 ) ( 15 ) Dividends ($ 0.92 per share declared and paid) — — ( 192 ) — ( 192 ) Other — 18 ( 1 ) — 17 Balance as of December 31, 2025 $ — $ 1,431 $ 802 $ 20 $ 2,253 See accompanying notes to the consolidated financial statements. 50 Table of Contents Reynolds Consumer Products Inc. Consolidated Statements of Cash Flows For the Years Ended December 31 (in millions) 2025 2024 2023 Cash provided by operating activities Net income $ 301 $ 352 $ 298 Adjustments to reconcile net income to operating cash flows: Depreciation and amortization 135 129 124 Deferred income taxes 13 ( 11 ) ( 5 ) Stock compensation expense 21 19 14 Change in assets and liabilities: Accounts receivable, net ( 11 ) 11 — Other receivables ( 4 ) 1 7 Related party receivables ( 1 ) 1 — Inventories ( 18 ) ( 42 ) 198 Accounts payable 40 95 ( 31 ) Related party payables ( 9 ) — ( 12 ) Income taxes payable / receivable 9 ( 17 ) 9 Accrued and other current liabilities ( 6 ) ( 26 ) 42 Other assets and liabilities 7 ( 23 ) — Net cash provided by operating activities 477 489 644 Cash used in investing activities Acquisition of property, plant and equipment ( 161 ) ( 120 ) ( 104 ) Acquisition of business — — ( 6 ) Net cash used in investing activities ( 161 ) ( 120 ) ( 110 ) Cash (used in) provided by financing activities Repayment of long-term debt ( 108 ) ( 150 ) ( 262 ) Dividends paid ( 192 ) ( 192 ) ( 192 ) Proceeds from term loan refinancing (1) 743 — — Repayments of existing term loan (1) ( 743 ) — — Other financing activities ( 6 ) ( 4 ) ( 3 ) Net cash used in financing activities ( 306 ) ( 346 ) ( 457 ) Effect of exchange rate changes on cash and cash equivalents — ( 1 ) — Cash and cash equivalents: Increase in cash and cash equivalents 10 22 77 Balance as of beginning of the year 137 115 38 Balance as of end of the year $ 147 $ 137 $ 115 Cash paid: Interest – long-term debt, net of interest rate swaps $ 82 $ 98 $ 114 Income taxes 67 125 90 (1) Represents cash inflows and outflows due to changes in term loan lender composition. Significant non-cash investing and financing activities Refer to Note 7 – Leases for details of non-cash additions to lease right-of-use assets, net as a result of changes in lease liabilities. See accompanying notes to the consolidated financial statements. 51 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 1 – Description of Business and Basis of Presentation Description of Business: Reynolds Consumer Products Inc. and its subsidiaries (“we”, “us” or “our”) produce and sell products that people use in their homes for cooking, serving, cleanup and storage. We sell our products under brands such as Reynolds and Hefty, and also under store brands. Our product portfolio includes aluminum foil, wraps, disposable bakeware, trash bags, food storage bags and disposable tableware. We report four business segments: Reynolds Cooking & Baking; Hefty Waste & Storage; Hefty Tableware; and Presto Products. Basis of Presentation: We have prepared the accompanying audited consolidated financial statements in accordance with United States generally accepted accounting principles (“GAAP”). Note 2 – Summary of Significant Accounting Policies Basis of Consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates: We prepare our consolidated financial statements in accordance with GAAP, which requires us to make estimates and assumptions that affect a number of amounts in our consolidated financial statements. Significant accounting policy elections, estimates and assumptions include, among others, valuation assumptions of goodwill and intangible assets, useful lives of long-lived assets, sales incentives, income taxes and benefit plan assumptions. We base our estimates on historical experience and other assumptions that we believe are reasonable. If actual amounts differ from estimates, we include the revisions in our consolidated results of operations in the period the actual amounts become known. Historically, the aggregate differences, if any, between our estimates and actual amounts in any year have not had a material effect on our consolidated financial statements. Currency Translation: Our consolidated financial statements are presented in U.S. dollars, which is our reporting currency. We translate the results of operations of our subsidiaries with functional currencies other than the U.S. dollar using average exchange rates during each period and translate balance sheet accounts using exchange rates at the end of each period. We record currency translation adjustments as a component of stockholders’ equity within accumulated other comprehensive income and transaction gains and losses in other expense, net in our consolidated statements of income. Cash and Cash Equivalents: Cash and cash equivalents include demand deposits with banks and all highly liquid investments with original maturities of three months or less. We maintain our bank accounts with a relatively small number of high quality financial institutions. Cash balances held by non-U.S. entities as of December 31, 2025 and 2024 were $ 9 million and $ 10 million, respectively. Accounts Receivable: Accounts receivable are recorded at face amounts less an allowance for doubtful accounts. The allowance is an estimate based on historical collection experience, current economic and market conditions and a review of the current status of each customer’s trade accounts receivable balance. We evaluate the aging of the accounts receivable balances and the financial condition of our customers to estimate the amount of accounts receivable that may not be collected in the future and record the appropriate provision. The allowance for doubtful accounts was not material as of December 31, 2025 and 2024. We are party to a factoring agreement with a financial institution to sell certain accounts receivable up to $ 95 million. We had no outstanding balance owed under the factoring arrangement as of December 31, 2025 and 2024. Transactions under this agreement are accounted for as sales of accounts receivable, and the receivables sold are removed from the consolidated balance sheet at the time of the sales transaction. We classify proceeds received from the sales of accounts receivable as an operating cash flow in the consolidated statement of cash flows. We record the discount as other expense, net in the consolidated statement of income. 52 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Inventories: We value our inventories using the first-in, first-out method. Inventory is valued at actual cost, which includes raw materials, supplies, direct labor and manufacturing overhead associated with production. Inventory is stated at the lower of cost or net realizable value, which includes any costs to sell or dispose. In addition, appropriate consideration is given to obsolescence, excessive inventory levels, product deterioration and other factors in evaluating net realizable value. Long-Lived Assets: Property, plant and equipment are stated at historical cost less depreciation, which is computed using the straight-line method over the estimated useful lives of the assets. Machinery and equipment are depreciated over periods ranging from 5 to 20 years and buildings and building improvements over periods ranging from 15 to 40 years. Finite-lived intangible assets, which primarily consist of customer relationships, are stated at historical cost and amortized using the straight-line method (which reflects the pattern of how the assets’ economic benefits are consumed) over the assets’ estimated useful lives which range from 18 to 20 years. Expenditures for maintenance and repairs are expensed as incurred. When property, plant or equipment is sold or otherwise disposed of, the related cost and accumulated depreciation is removed from the respective accounts and any gain or loss realized on disposition is reflected in other expense, net in our consolidated statements of income. We review long-lived assets, including finite-lived intangible assets, for recoverability on an ongoing basis. Changes in depreciation or amortization are recorded prospectively when estimates of the remaining useful lives or residual values of long-lived assets change. We also review our long-lived assets for impairment when conditions exist that indicate the carrying amount of the assets may not be fully recoverable. In those circumstances, we perform undiscounted cash flow analysis to determine if an impairment exists. When testing for asset impairment, we group assets and liabilities at the lowest level for which cash flows are separately identifiable. If an impairment loss is recorded, it is calculated as the excess of the asset’s carrying value over its estimated fair value as determined by an estimate of discounted future cash flows. Depending on the nature of the asset, impairment losses are recorded in either cost of sales or selling, general and administrative expenses in our consolidated statements of income. There were no impairments of long-lived assets in any of the years presented. Leases: We determine whether a contract is or contains a lease at contract inception. Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets are recognized at the commencement date at the value of the lease liability, adjusted for any prepayments, lease incentives received and initial direct costs incurred. Lease liabilities are recognized at the commencement date based on the present value of remaining lease payments over the lease term. For operating leases, following initial recognition, lease liability balances are amortized using the effective interest method, while the related operating lease ROU assets are adjusted by the difference between the fixed lease expense recognized under a straight-line method and the interest expense associated with the effective interest method in the period. Some of our leases contain non-lease components, for example common area or other maintenance costs, that relate to the lease components of the agreement. Non-lease components and the lease components to which they relate are accounted for as a single lease component as we have elected to combine lease and non-lease components for all classes of underlying assets. All operating lease cash payments are recorded within cash flows from operating activities in the consolidated statements of cash flows. Principal cash payments on finance leases are recorded within cash flows from financing activities, while interest payments associated with finance leases are recorded within cash flows from operating activities in the consolidated statements of cash flows. Our lease agreements do not include significant restrictions, covenants or residual value guarantees. 53 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Goodwill and Indefinite-Lived Intangible Assets: Goodwill represents the excess of purchase price over the fair value of net assets acquired. We test goodwill for impairment on an annual basis in the fourth quarter and whenever events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. We assess goodwill impairment risk by performing a qualitative review of entity-specific, industry, market and general economic factors affecting our goodwill reporting units. Depending on factors such as prior-year test results, current year developments, current risk evaluations and other practical considerations, we may elect to perform quantitative testing instead. In our quantitative testing, we compare a reporting unit’s estimated fair value with its carrying value. Estimating the fair value of individual reporting units requires us to make assumptions and estimates regarding our future plans and industry and economic conditions. The key assumptions associated with determining the estimated fair value are forecasted Adjusted EBITDA and a relevant earnings multiple. Our actual results and conditions may differ over time. If the carrying value of a reporting unit’s net assets exceeds its fair value, we would recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value. Our indefinite-lived intangible assets consist of certain trade names. We test indefinite-lived intangible assets for impairment on an annual basis in the fourth quarter and whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Depending on factors such as prior-year test results, current year developments, current risk evaluations and other practical considerations, we may elect to perform quantitative testing instead. If potential impairment risk exists for a specific asset, we quantitatively test it for impairment by comparing its estimated fair value with its carrying value. We determine estimated fair value using the relief-from-royalty method, using key assumptions including planned revenue growth rates, market-based discount rates and estimates of royalty rates. If the carrying value of the asset exceeds its fair value, we consider the asset impaired and reduce its carrying value to the estimated fair value. Supply Chain Financing: We have an ongoing Supply Chain Finance program (the “SCF”) with a global financial institution (the “SCF Bank”). Under the SCF, qualifying suppliers may elect to sell their receivables from us to the SCF Bank. These participating suppliers negotiate their receivables sales arrangements directly with the SCF Bank. We are not party to those agreements, nor do we provide any security or other forms of guarantees to the SCF Bank. The participation in the program is at the sole discretion of the supplier, we have no economic interest in a supplier’s decision to enter into the agreement and have no direct financial relationship with the SCF Bank, as it relates to the SCF. Once a qualifying supplier elects to participate in the SCF and reaches an agreement with the SCF Bank, they elect which individual invoices they sell to the SCF Bank. The terms of our payment obligations are not impacted by a supplier’s participation in the SCF and as such, the SCF has no impact on our balance sheets, cash flows or liquidity. Our payment terms with our suppliers for similar services and materials within individual markets are consistent between suppliers that elect to participate in the SCF and those that do not participate. All outstanding amounts related to suppliers participating in the SCF are recorded within accounts payable in the consolidated balance sheet and associated payments are included as an operating cash flow in the consolidated statement of cash flows. Our outstanding obligations confirmed as valid under our SCF was as follows: As of December 31, 2025 2024 (in millions) Confirmed obligations outstanding at the beginning of the year $ 12 $ 19 Invoices confirmed during the year 46 60 Confirmed invoices paid during the year ( 49 ) ( 67 ) Confirmed obligations outstanding at the end of the year $ 9 $ 12 54 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Revenue Recognition: After assessing our customers’ creditworthiness, we recognize revenue when control over products transfers to our customers, which generally occurs upon delivery or shipment of the products. We account for product shipping, handling and insurance as fulfillment activities, with revenues for these activities recorded in net revenues and costs recorded in cost of sales. Any taxes collected on behalf of government authorities are excluded from net revenues. Consideration in our contracts with customers is variable due to anticipated reductions such as discounts, allowances and trade promotions, collectively referred to as “sales incentives”. Accordingly, revenues are recorded net of estimated sales incentives, recognized throughout the year and as of year-end. The transaction price reflects our estimate of the amount of consideration to which we will be entitled, using an expected value method. We base these estimates principally on historical utilization and redemption rates, anticipated performance and our best judgment at the time to the extent that it is probable that a significant reversal of revenue recognized will not occur. Estimates of sales incentives are monitored and adjusted each period until the sales incentives are realized. We consider purchase orders, which in some cases are governed by master supply agreements, to be the contracts with a customer. Key sales terms, such as pricing and quantities ordered, are established frequently, so most customer arrangements and related sales incentives have a duration of one year or shorter. We generally do not have any unbilled receivables at the end of a period. Deferred revenues are not material and primarily include customer advance payments typically collected a few days before product delivery, at which time deferred revenues are reclassified and recorded as net revenues. We generally do not receive non-cash consideration for the sale of goods nor do we grant payment financing terms greater than one year. We do not incur any significant costs to obtain a contract. Marketing, Advertising and Research and Development: We promote our products with marketing and advertising programs. These programs include, but are not limited to, cooperative advertising, in-store displays and consumer marketing promotions. The costs of end-consumer marketing programs that are conducted in conjunction with our customers, such as coupons, are recorded as a reduction to revenue. We do not defer these costs on our consolidated balance sheets and all marketing and advertising costs are recorded as an expense in the year incurred. Advertising expense was $ 55 million, $ 78 million and $ 79 million in the years ended December 31, 2025, 2024 and 2023, respectively. We expense product research and development costs as incurred. Research and development expense was $ 48 million, $ 45 million and $ 44 million in the years ended December 31, 2025, 2024 and 2023, respectively. We record marketing and advertising as well as research and development expenses in selling, general and administrative expenses. Stock-based Compensation: Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized as expense over the period in which the award vests in accordance with applicable guidance under Accounting Standards Codification (“ASC”) 718, Compensation—Stock Compensation. We have granted restricted stock units (“RSUs”) to certain members of management and to certain members of our Board of Directors that have a service-based vesting condition. In addition, we have granted performance stock units (“PSUs”) to certain members of management that have a performance-based vesting condition. We account for forfeitures of outstanding but unvested grants in the period they occur. Interest Rate Derivatives: We manage interest rate risk by using interest rate derivative instruments. Interest rate swaps (pay fixed, receive variable) are entered into as cash flow hedges to manage a portion of the interest rate risk associated with our floating-rate borrowings. We record interest rate derivative instruments at fair value (Level 2) and on a net basis by counterparty based on our master netting arrangements. The fair value of our interest rate derivatives is determined using a discounted cash flow method based on market-based swap yield curves, taking into account current interest rates. The instruments are classified in our consolidated balance sheets in other assets or other liabilities, as applicable. Cash flows from interest rate derivative instruments are classified as operating activities in our consolidated statements of cash flows based on the nature of the derivative instrument. We have elected to use hedge accounting for our interest rate derivative instruments. Accordingly, the effective portion of the gain or loss on the open hedging instrument is recorded in other comprehensive income and is reclassified into earnings as interest expense, net when settled. We terminate derivative instruments if the underlying asset or liability matures or is repaid, or if we determine the underlying forecasted transaction is no longer probable of occurring. 55 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Income Taxes: Our income tax expense includes amounts payable or refundable for the current year, the effects of deferred taxes and impacts from uncertain tax positions. We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial statement and tax basis of our assets and liabilities, operating loss carryforwards and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which those differences are expected to reverse. The realization of certain deferred tax assets is dependent on generating sufficient taxable income in the appropriate jurisdiction prior to the expiration of the carryforward periods. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. When assessing the need for a valuation allowance, we consider any carryback potential, future reversals of existing taxable temporary differences (including liabilities for unrecognized tax benefits), future taxable income and tax planning strategies. We recognize the tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained based on the technical merits of the position. The amount we recognize is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon resolution. Future changes related to the expected resolution of uncertain tax positions could affect tax expense in the period when the change occurs. Fair Value Measurements and Disclosures: GAAP establishes a hierarchy for measuring fair value. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. The following three levels of inputs may be used to measure fair value: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 inputs include inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of assets or liabilities. • Level 3 inputs are unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. Our assets and liabilities measured at fair value on a recurring basis are presented in Note 8 - Financial Instruments. We had no assets or liabilities measured at fair value on a non-recurring basis in any of the years presented. In addition to fair value disclosure requirements related to financial instruments carried at fair value, accounting standards require disclosures regarding the fair value of all of our financial instruments. The carrying values of cash equivalents, accounts receivables, other receivables, related party receivables, accounts payable, related party payables and accrued and other current liabilities are reasonable estimates of their fair values as of December 31, 2025 and 2024 due to the short-term nature of these instruments. Recently Adopted Accounting Guidance: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280) , which enhances disclosures about significant segment expenses by requiring disclosure of incremental segment information on an annual and interim basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We adopted the standard as of January 1, 2024, with no material impact on our consolidated financial statements. In December 2023, FASB issued ASU 2023-09, Income Taxes (Topic 740) , which enhances disclosures within the income tax rate reconciliation and information disclosed related to income taxes paid, and requires disaggregation of certain financial statement captions between domestic, foreign, federal and state. This ASU is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We adopted the standard, prospectively, as of January 1, 2025, with no material impact on our consolidated financial statements. 56 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Recently Issued Accounting Guidance: In November 2024, FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) , which will require additional disclosure about specific expense categories included in the income statement. Annual disclosure requirements will be effective for us in our Annual Report on Form 10-K for the fiscal year ending December 31, 2026, and quarterly disclosure requirements will be effective for us in the first quarter of 2027, with early adoption permitted. We are currently assessing the impact of this standard on our consolidated financial statements and related disclosures. In September 2025, FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40), which updates the accounting for internal-use software costs by increasing the operability of the recognition guidance considering different methods of software development. This ASU is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. We are currently assessing the impact of this standard on our consolidated financial statements. In November 2025, FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements, which updates hedge accounting requirements. This ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted. We are currently assessing the impact of this standard on our consolidated financial statements. In December 2025, FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow Scope Improvements, which clarifies interim disclosure requirements. This ASU is effective for interim reporting periods beginning after December 15, 2027, with early adoption permitted. We are currently assessing the impact of this standard on our consolidated financial statements. Note 3 – Inventories Inventories consisted of the following: As of December 31, 2025 2024 (in millions) Raw materials $ 133 $ 129 Work in progress 76 60 Finished goods 309 318 Spare parts 66 60 Inventories $ 584 $ 567 Note 4 – Property, Plant and Equipment, Net Property, plant and equipment, net consisted of the following: As of December 31, 2025 2024 (in millions) Land and land improvements $ 50 $ 47 Buildings and building improvements 240 230 Machinery and equipment 1,444 1,355 Construction in progress 123 87 Property, plant and equipment, at cost 1,857 1,719 Less: accumulated depreciation ( 1,034 ) ( 961 ) Property, plant and equipment, net $ 823 $ 758 Depreciation expense was $ 104 million, $ 98 million and $ 93 million for the years ended December 31, 2025, 2024 and 2023, respectively, of which $ 95 million, $ 89 million and $ 82 million, respectively, was recognized in cost of sales and $ 9 million, $ 9 million and $ 11 million, respectively, was recognized in selling, general and administrative expenses. 57 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 5 – Goodwill and Intangible Assets Goodwill by reportable segment was as follows: Reynolds Cooking & Baking Hefty Waste & Storage Hefty Tableware Presto Products Total (in millions) Balance as of December 31, 2023 $ 794 $ 505 $ 298 $ 298 $ 1,895 Movements — — — — — Balance as of December 31, 2024 794 505 298 298 1,895 Movements — — — — — Balance as of December 31, 2025 $ 794 $ 505 $ 298 $ 298 $ 1,895 Intangible assets, net consisted of the following: As of December 31, 2025 As of December 31, 2024 Gross carrying amount Accumulated amortization Net Gross carrying amount Accumulated amortization Net (in millions) Finite-lived intangible assets Customer relationships $ 580 $ ( 487 ) $ 93 $ 580 $ ( 458 ) $ 122 Trade names 25 ( 25 ) — 25 ( 25 ) — Total finite-lived intangible assets 605 ( 512 ) 93 605 ( 483 ) 122 Indefinite-lived intangible assets Trade names 850 — 850 850 — 850 Total intangible assets $ 1,455 $ ( 512 ) $ 943 $ 1,455 $ ( 483 ) $ 972 Amortization expense for intangible assets was $ 29 million, $ 29 million and $ 30 million for the years ended December 31, 2025, 2024 and 2023, respectively, and has been recognized in selling, general and administrative expenses. Estimated annual amortization for intangible assets over the next five calendar years are as follows: (in millions) 2026 2027 2028 2029 2030 Estimated annual amortization $ 22 $ 21 $ 18 $ 17 $ 15 58 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 6 – Debt Long-Term Debt Long-term debt consisted of the following: As of December 31, 2025 2024 (in millions) Term Loan Facility $ 1,586 $ 1,695 Deferred financing transaction costs ( 6 ) ( 8 ) Original issue discounts — ( 1 ) Long-term debt $ 1,580 $ 1,686 External Debt Facilities Our external debt facilities (“External Debt Facilities”) consist of a senior secured term loan facility (“Term Loan Facility”) and a $ 700 million senior secured revolving credit facility (“Revolving Facility”) in a syndicated loan arrangement. During March 2025, we amended the Term Loan Facility, replacing the then-existing facility, which was originally set to mature in February 2027, with a new $ 1,645 million facility maturing in March 2032 (“Amendment No. 4”). Other than the new maturity date and the recommencement of quarterly amortization payments, the material terms of our External Debt Facilities as a result of Amendment No. 4 remain unchanged. In connection with Amendment No. 4 to our syndicated loan arrangement, we evaluated the accounting treatment of deferred and new debt transaction costs on a creditor-by-creditor basis in accordance with GAAP. This analysis resulted in the recognition of a debt refinancing expense of $ 13 million during fiscal year 2025, comprised of $ 12 million of new fees allocated to modified loans and $ 1 million of deferred financing transaction costs and original issue discount expensed related to extinguished loans. This expense is presented separately in our condensed consolidated statements of income. Additionally, during fiscal year 2025, we capitalized $ 1 million of qualifying financing-related costs associated with Amendment No. 4. These costs, along with $ 7 million of remaining deferred financing transaction costs, will be amortized over the remaining term of the Term Loan Facility, subject to acceleration for early term loan principal payments. Borrowings under the External Debt Facilities bear interest at a rate per annum equal to, at our option, either a base rate plus an applicable margin of 0.75 % or a SOFR plus an applicable margin of 1.75 %. We have entered into a series of interest rate swaps to hedge a portion of the interest rate exposure resulting from these borrowings. Refer to Note 8 – Financial Instruments for further details. The External Debt Facilities contain a springing financial covenant requiring compliance with a ratio of first lien net indebtedness to consolidated EBITDA, applicable solely to the Revolving Facility. The financial covenant is tested on the last day of any fiscal quarter only if the aggregate principal amount of borrowings under the Revolving Facility and drawn but unreimbursed letters of credit exceed 35 % of the total amount of commitments under the Revolving Facility on such day. We are currently in compliance with the covenants contained in our External Debt Facilities. If an event of default occurs, the lenders under the External Debt Facilities are entitled to take various actions, including the acceleration of amounts due under the External Debt Facilities and all actions permitted to be taken by secured creditors. Term Loan Facility The Term Loan Facility matures in March 2032. The Term Loan Facility amortizes in equal quarterly installments of $ 4 million, which commenced in June 2025, with the balance payable on maturity. During the years ended December 31, 2025 and 2024, we made voluntary principal repayments of $ 100 million and $ 150 million. As a result of voluntary principal repayments made after amending our External Debt Facilities, the Term Loan Facility has no quarterly amortization payments due until December 2028, when the quarterly amortization payments will recommence. 59 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Revolving Facility In November 2023, we amended the External Debt Facilities to extend the maturity date of the Revolving Facility by one year. In October 2024, we further amended the External Debt Facilities to replace the undrawn $ 250 million revolving facility maturing in February 2026 with an undrawn $ 700 million revolving facility maturing in October 2029. The Revolving Facility includes a sub-facility for letters of credit. As of December 31, 2025, we had no outstanding borrowings under the Revolving Facility, and we had $ 7 million of letters of credit outstanding, which reduces the borrowing capacity under the Revolving Facility. Fair Value of Our Long-Term Debt The fair value of our long-term debt as of December 31, 2025, which is a Level 2 fair value measurement, approximates the carrying value due to the variable market interest rate and the stability of our credit profile. Interest expense, net: Interest expense, net consisted of the following: For the Years Ended December 31, 2025 2024 2023 (in millions) Interest expense, Term Loan Facility $ 100 $ 127 $ 142 Amortization of deferred financing transaction costs 2 4 4 Interest rate swaps (benefit) expense ( 18 ) ( 31 ) ( 29 ) Other 2 ( 2 ) 2 Interest expense, net $ 86 $ 98 $ 119 Scheduled Maturities Below is a schedule of required future repayments on our debt outstanding as of December 31, 2025: (in millions) 2026 $ — 2027 — 2028 4 2029 16 2030 16 Thereafter 1,550 Total long-term debt $ 1,586 60 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 7 – Leases We lease certain buildings and plant and equipment. Our leases have reasonably assured remaining lease terms of up to 11 years. Certain leases include options to renew for up to 15 years. At lease inception, we determine the lease term by assuming the exercise of those renewal options that are reasonably certain. Some leases have variable payments, however, because they are not based on an index or rate, they are not included in the measurement of ROU assets and lease liabilities. Variable payments for real estate leases relate primarily to common area maintenance, insurance, taxes and utilities associated with the properties. Variable payments for equipment leases relate primarily to hours, miles, or other quantifiable usage factors, which are not determinable at the time of lease inception. These variable payments are expensed as incurred. The discount rate applied to our leases in determining the present value of lease payments is our incremental borrowing rate based on the information available at the commencement date. Leases with an initial term of 12 months or less are not recorded in our consolidated balance sheets and we recognize lease expense for these leases on a straight-line basis over the lease term. Operating lease costs consisted of the following: As of December 31, 2025 2024 2023 (in millions) Operating lease costs $ 29 $ 23 $ 18 Variable lease costs — — 1 Short-term lease costs 4 4 4 Total operating lease costs $ 33 $ 27 $ 23 Lease costs related to the amortization of finance lease assets and interest on finance lease liabilities were not material for the years ended December 31, 2025, 2024 and 2023. Future lease payments under non-cancellable leases were as follows: As of December 31, 2025 Operating Leases Finance Leases Total (in millions) 2026 $ 28 $ 2 $ 30 2027 25 2 27 2028 21 2 23 2029 18 2 20 2030 14 2 16 Thereafter 11 8 19 Total undiscounted lease payments 117 18 135 Less: imputed interest ( 13 ) ( 4 ) ( 17 ) Present value of lease liabilities $ 104 $ 14 $ 118 As of December 31, 2025, we had no material commitments related to operating leases executed that have not yet commenced. 61 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Lease liabilities and ROU assets included in our consolidated balance sheets were as follows: As of December 31, 2025 2024 (in millions) Operating leases Balance Sheet Classification Right-of-use assets Operating lease right-of-use assets $ 98 $ 90 Current lease liabilities Current operating lease liabilities $ 23 $ 20 Non-current lease liabilities Long-term operating lease liabilities 81 73 Total operating lease liabilities $ 104 $ 93 Finance leases Balance Sheet Classification Right-of-use assets Other assets $ 13 $ 15 Current lease liabilities Accrued and other current liabilities $ 1 $ 1 Non-current lease liabilities Other liabilities 13 14 Total finance lease liabilities $ 14 $ 15 During the years ended December 31, 2025 and 2024, new leases and lease modifications resulted in the recognition of operating ROU assets and corresponding operating lease liabilities totaling $ 32 million and $ 53 million, respectively. New leases and lease modifications resulting in the recognition of finance lease ROU assets and corresponding finance lease liabilities were not material during the years ended December 31, 2025 and 2024. During the years ended December 31, 2025, 2024 and 2023, cash flows from operating activities in the consolidated statements of cash flows reflected $ 27 million, $ 21 million and $ 18 million, respectively, of payments for operating lease liabilities. Payments for finance lease liabilities in the years ended December 31, 2025, 2024 and 2023 were not material. The weighted average remaining lease term and weighted average discount rates were as follows: As of December 31, 2025 Operating Leases Finance Leases Weighted-average remaining lease term (in years) 4.83 9.69 Weighted-average discount rate 4.96 % 5.52 % Note 8 – Financial Instruments Interest Rate Derivatives We have entered into a series of interest rate swaps to fix the SOFR of our External Debt Facilities. The aggregate notional amount of the interest rate swaps in effect as of December 31, 2025 and 2024 was $ 1,000 million and $ 1,150 million, respectively. The SOFR of the swaps in effect is fixed at an annual rate of 2.66 % to 3.40 % (for an annual effective interest rate of 4.41 % to 5.15 %, including margin). These interest rate swaps that are in effect have maturity dates of less than one year , and a weighted average effective rate of 4.71 %. Additionally, during the year ended December 31, 2025, we entered into additional interest rate swaps with forward start dates beginning in February 2026, that had an aggregate notional value of $ 900 million, which fixes the SOFR to an annual rate of 3.33 % to 3.41 % (for an annual effective interest rate of 5.08 % to 5.16 %, including margin). These interest rate swaps with forward start dates have maturity dates between March 2028 and March 2031, and a weighted average effective rate of 5.12 %. The interest rate swaps outstanding as of December 31, 2025 hedge a portion of the interest rate exposure resulting from borrowings under our Term Loan Facility. We have classified these instruments as cash flow hedges. 62 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements The fair value of the assets and liabilities associated with our interest rate swaps, as reflected gross in the consolidated balance sheets, were as follows: As of December 31, 2025 2025 2024 (in millions) Assets: Other current assets $ 1 $ 15 Other assets 1 1 Total assets $ 2 $ 16 Liabilities: Accrued and other current liabilities $ — $ — Other liabilities 1 — Total liabilities $ 1 $ — Note 9 – Benefit Plans Defined Benefit Plan We have a defined benefit plan for certain of our employees, which is non-contributory and eligible employees are fully vested after five years of service. The impact of the liability of the defined benefit plan on our consolidated balance sheets as of December 31, 2025 and 2024 was not material. Defined Contribution Plans We offer defined contribution plans to eligible employees in the United States as well as employees in certain other countries. Our expense relating to defined contribution plans was $ 32 million, $ 32 million and $ 29 million for the years ended December 31, 2025, 2024 and 2023, respectively. Postretirement Benefit Plan Certain of our employees in the United States participate in a postretirement benefit plan. Our postretirement benefit plan is not funded. The changes in and the amount of the accumulated postretirement benefit obligation were as follows: As of December 31, 2025 2024 (in millions) Accumulated postretirement benefit obligation as of January 1 $ 15 $ 16 Service cost — — Interest cost 1 1 Benefits paid ( 1 ) ( 2 ) Actuarial gains ( 1 ) — Accumulated postretirement benefit obligation as of December 31 $ 14 $ 15 The accrued benefit obligation was included in our consolidated balance sheets as follows: As of December 31, 2025 2024 (in millions) Accrued and other current liabilities $ 1 $ 2 Long-term postretirement benefit obligation 13 13 $ 14 $ 15 63 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements A portion of our accrued benefit obligation has been recorded in accumulated other comprehensive income as follows: Net Actuarial Gain Deferred Income Tax Expense Accumulated Other Comprehensive Income As of December 31, 2023 $ 44 $ ( 10 ) $ 34 Changes ( 4 ) 1 ( 3 ) As of December 31, 2024 40 ( 9 ) 31 Changes ( 4 ) 1 ( 3 ) As of December 31, 2025 36 ( 8 ) 28 We used the following weighted-average assumptions to determine our postretirement benefit obligations: As of December 31, 2025 2024 Discount rate 5.31 % 5.58 % Health care cost trend rate assumed for next year 8.50 % 8.50 % Ultimate trend rate 4.40 % 4.40 % Year that the rate reaches the ultimate trend rate 2035 2035 The year-end discount rate for our plan reflects a weighted-average rate from a high-quality corporate bond yield curve that matches the expected duration of the benefit payments. Changes in our discount rates were primarily the result of changes in bond yields year-over-year. Our expected health care cost trend rate is based on historical costs and long-term expectations. We also review our participation rates based on historical actual and expected trends on an annual basis. Components of Net Periodic Postretirement Costs: Our total net periodic postretirement benefit cost for each of the years ended December 31, 2025, 2024 and 2023 was not material. We used the following weighted-average assumptions to determine our net periodic postretirement health care cost: For the Years Ended December 31, 2025 2024 2023 Discount rate 5.58 % 4.95 % 5.18 % Health care cost trend rate assumed for next year 8.50 % 8.00 % 7.00 % Ultimate trend rate 4.40 % 4.50 % 4.50 % Year that the rate reaches the ultimate trend rate 2035 2033 2032 Future Benefit Payments: Expected contributions for the next fiscal year equal the estimated benefit payments of $ 2 million. Our estimated future benefit payments for our postretirement benefit plan as of December 31, 2025 were as follows: (in millions) 2026 $ 2 2027 2 2028 1 2029 1 2030 1 2031-2035 5 64 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 10 – Stock-based Compensation Our equity incentive plan was established in 2020 for purposes of granting stock-based compensation awards to certain members of our senior management, our non-executive directors and to certain employees, to incentivize their performance and align their interests with ours. We have granted RSUs to certain employees and non-employee directors that have a service-based vesting condition. In addition, we have granted PSUs to certain members of management that have a performance-based vesting condition. We account for forfeitures of outstanding but unvested grants in the period they occur. A maximum of 10.5 million shares of common stock were initially available for issuance under equity incentive awards granted pursuant to the plan. In the year ended December 31, 2025, 0.8 million RSUs and 0.4 million PSUs were granted. A summary of activity for RSUs and PSUs for the year ended December 31, 2025 is as follows (in millions, except for per share data): Shares Weighted-Average Grant-Date Fair Value Per Share Unvested, at December 31, 2024 1.3 $ 28.52 Granted 1.2 25.71 Forfeited ( 0.2 ) 26.92 Vested ( 0.3 ) 28.63 PSU performance adjustment — — Unvested, at December 31, 2025 2.0 $ 27.00 Unrecognized compensation expense relating to unvested RSUs as of December 31, 2025, was $ 9 million, which is expected to be recognized over a weighted average period of 1.38 years. Unrecognized compensation expense relating to unvested PSUs as of December 31, 2025, was $ 5 million, which is expected to be recognized over a weighted average period of 1.75 years. There were stock-based compensation awards, representing 2.0 million shares and 1.3 million shares outstanding at December 31, 2025 and 2024, respectively. Stock-based compensation expense was $ 21 million, $ 19 million and $ 14 million for the years ended December 31, 2025, 2024 and 2023, respectively. Note 11 – Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following: As of December 31, 2025 2024 (in millions) Accrued personnel costs $ 59 $ 66 Trade promotion allowances 33 36 Other 61 59 Accrued and other current liabilities $ 153 $ 161 65 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 12 – Other Expense, Net Other expense, net consisted of the following: For the Years Ended December 31, 2025 2024 2023 (in millions) Costs to execute strategic initiatives (1) $ 25 $ — $ — CEO transition costs (2) 15 — — Other expense, net $ 40 $ — $ — (1) Reflects costs related to the execution of cost savings and revenue growth strategic initiatives. (2) Reflects compensation and other costs related to the CEO transition effective January 1, 2025 Note 13 – Commitments and Contingencies Legal Proceedings: We are from time to time party to litigation, legal proceedings and tax examinations arising from our operations. Most of these matters involve allegations of damages against us related to employment matters, consumer complaints, advertising/labeling claims, personal injury claims and commercial or contractual disputes. We record estimates for claims and proceedings that constitute a present obligation when it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate of such obligation can be made. While it is not possible to predict the outcome of any of these matters, based on our assessment of the facts and circumstances as of December 31, 2025, we do not believe any of these matters, individually or in the aggregate, will have a material adverse effect on our financial position, results of operations or cash flows. However, actual outcomes may differ from those expected and could have a material effect on our financial position, results of operations or cash flows in a future period. Note 14 – Accumulated Other Comprehensive Income The following table summarizes the changes in our balances of each component of accumulated other comprehensive income. Currency Translation Adjustments Employee Benefit Plans Derivative Instruments Accumulated Other Comprehensive Income (in millions) Balance as of December 31, 2022 $ ( 7 ) $ 23 $ 36 $ 52 Gain arising during the period — 18 12 30 Reclassification to earnings — ( 3 ) ( 29 ) ( 32 ) Effect of deferred taxes — ( 4 ) 4 — Balance as of December 31, 2023 $ ( 7 ) $ 34 $ 23 $ 50 Gain (loss) arising during the period ( 3 ) 2 20 19 Reclassification to earnings — ( 6 ) ( 32 ) ( 38 ) Effect of deferred taxes — 1 3 4 Balance as of December 31, 2024 $ ( 10 ) $ 31 $ 14 $ 35 Gain arising during the period 2 2 2 6 Reclassification to earnings — ( 6 ) ( 21 ) ( 27 ) Effect of deferred taxes — 1 5 6 Balance as of December 31, 2025 $ ( 8 ) $ 28 $ — $ 20 66 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 15 – Income Taxes The components of income before income tax were as follows: For the Years Ended December 31, 2025 2024 2023 (in millions) Income before income taxes: United States $ 381 $ 438 $ 380 International 12 13 13 Total income before income taxes $ 393 $ 451 $ 393 Significant components of income tax expense were as follows: For the Years Ended December 31, 2025 2024 2023 (in millions) Current United States Federal $ 65 $ 93 $ 83 State 11 13 16 Foreign 3 4 3 Total current income tax expense 79 110 102 Deferred United States Federal 14 ( 1 ) ( 4 ) State ( 1 ) ( 10 ) ( 3 ) Foreign — — — Total deferred income tax (benefit) expense 13 ( 11 ) ( 7 ) Total income tax expense $ 92 $ 99 $ 95 67 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements A reconciliation of income taxes computed at the U.S. Federal statutory income tax rate of 21% for 2025 to our income tax expense was as follows: For the Year Ended December 31, 2025 Amount (in millions) Percent U.S. Federal statutory tax rate $ 83 21.0 % State and local income taxes, net of Federal income tax effect (1) 6 1.5 % Foreign tax effects 1 0.1 % Effects of cross-border tax laws ( 1 ) ( 0.2 ) % Tax credits ( 1 ) ( 0.3 ) % Changes in valuation allowances 2 0.6 % Changes in unrecognized tax benefits 2 0.6 % Income tax expense and effective tax rate $ 92 23.3 % (1) State taxes in Wisconsin, California and Minnesota made up the majority (greater than 50%) of the tax effect in this category. A reconciliation of income taxes computed at the U.S. Federal statutory income tax rate of 21% for 2024 and 2023, to our income tax expense was as follows: For the Years Ended December 31, 2024 2023 (in millions) U.S. Federal income tax expense at the statutory rate $ 95 $ 82 U.S. State income tax expense 12 10 Change in tax rates (1) ( 9 ) — Non-deductible expenses 2 3 Return to provision adjustments ( 1 ) — Total income tax expense $ 99 $ 95 (1) Primarily due to a discrete tax benefit for the remeasurement of deferred tax liabilities due to a change in our state tax rates after apportionment. 68 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Deferred Tax Assets and Liabilities Deferred income taxes result from temporary differences between the amount of assets and liabilities recognized for financial reporting and tax purposes. The components of our net deferred income tax liability were as follows: As of December 31, 2025 2024 (in millions) Deferred tax assets Employee benefits $ 30 $ 25 Lease obligations 27 24 Inventory 8 8 Reserves 11 5 Tax losses 6 4 Total deferred tax assets 82 66 Valuation allowance ( 9 ) ( 7 ) Total deferred tax assets after valuation allowance 73 59 Deferred tax liabilities Intangible assets ( 268 ) ( 260 ) Property, plant and equipment ( 111 ) ( 101 ) Lease right-of-use assets ( 26 ) ( 23 ) Prepaid expense ( 16 ) ( 12 ) Financial instruments — ( 4 ) Other ( 2 ) ( 1 ) Total deferred tax liabilities ( 423 ) ( 401 ) Net deferred tax liabilities $ ( 350 ) $ ( 342 ) Uncertain Tax Positions ASC 740 prescribes a recognition threshold of more-likely-than not to be sustained upon examination as it relates to the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. Our policy is to include interest and penalties related to gross unrecognized tax benefits in income tax expense. The following table summarizes the activity related to our gross unrecognized tax benefits: For the Years Ended December 31, 2025 2024 2023 (in millions) Balance as of beginning of the year $ 11 $ 11 $ 8 Increase associated with tax positions taken during the current year 1 1 2 Increase (decrease) associated with tax positions taken in prior years 1 ( 1 ) 1 Ending unrecognized tax benefits $ 13 $ 11 $ 11 Each year we file income tax returns in the various federal, state, local and foreign income taxing jurisdictions in which we operate. Canada is the only foreign jurisdiction in which we operate. Our income tax returns are subject to examination and possible challenge by the tax authorities. Although ultimate timing is uncertain, the net amount of tax liability for unrecognized tax benefits may change within the next twelve months due to changes in audit status, settlements of tax assessments and other events. 69 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Taxes Paid The components of cash paid for income taxes, net of refunds received, were as follows: For the Year Ended December 31, 2025 (in millions) Federal $ 55 State 9 Foreign 3 Net cash taxes paid $ 67 Tax Reform On July 4, 2025, the U.S. government enacted the One Big Beautiful Bill Act (“OBBBA”) which includes, among other provisions, changes to the U.S. corporate income tax system, including the allowance of 100% expensing of qualified asset expenditures, immediate expensing of qualifying domestic research and development expenses and permanent extensions of certain other provisions within the Tax Cuts and Jobs Act. Certain provisions are effective for 2025, beginning January 19, 2025. The enactment did not have a material impact on our effective tax rate for the year ended December 31, 2025. Note 16 – Segment Information Our Chief Executive Officer, who has been identified as our Chief Operating Decision Maker (“CODM”), has evaluated how he views and measures our performance. In applying the criteria set forth in the standards for reporting information about segments in financial statements, we have determined that we have four reportable segments - Reynolds Cooking & Baking, Hefty Waste & Storage, Hefty Tableware and Presto Products. The key factors used to identify these reportable segments are the organization and alignment of our internal operations and the nature of our products. This reflects how our CODM monitors performance, allocates capital and makes strategic and operational decisions. Effective January 1, 2025, we updated our segment reporting to reflect our international business based on product category alignment, as opposed to the entirety of international results historically being reported in the Reynolds Cooking & Baking segment. All prior period segment disclosures have been recast to reflect this reassignment. Our composition of operating segments and reportable segments did not change, and this reassignment had no effect on our previously reported consolidated results of operations. Our segments are described as follows: Reynolds Cooking & Baking Our Reynolds Cooking & Baking segment produces branded and store brand aluminum foil, disposable aluminum pans, parchment paper, freezer paper, wax paper, butcher paper, plastic wrap, baking cups, oven bags and slow cooker liners. Our branded products are sold under the Reynolds Wrap, Reynolds Kitchens and EZ Foil brands in the United States and select international markets, under the ALCAN brand in Canada and under the Diamond brand outside of North America. Hefty Waste & Storage Our Hefty Waste & Storage segment produces both branded and store brand trash and food storage bags. Our branded products are sold under the Hefty Ultra Strong and Hefty Strong brands for trash bags in the U.S. and select international markets, and as the Hefty brand for our food storage bags in the U.S. Our food storage bags are sold internationally as Reynolds, Diamond, or Hefty Basics brands based on the region. Hefty Tableware Our Hefty Tableware segment sells both branded and store brand disposable and compostable plates, bowls, platters, cups and cutlery. Our Hefty branded products include dishes, party cups, cutlery and containers. 70 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Presto Products Our Presto Products segment primarily sells store brand products in three main consumer categories: food storage bags, trash bags and plastic wrap. Our Presto Products segment also includes our specialty business, which serves other consumer products companies by providing Fresh-Lock and Slide-Rite resealable closure systems. Information by Segment We present segment adjusted EBITDA (“Adjusted EBITDA”) as this is the financial measure by which management and our CODM evaluates the performance of each segment and allocates resources (including employees, property and financial or capital resources) for each segment, predominantly in the annual budgeting and forecasting process. The CODM considers budget-to-actual variances on a monthly basis, as well as performance versus the prior year, when making decisions about allocating capital and personnel to the segments. Adjusted EBITDA represents each segment’s earnings before interest, tax, depreciation and amortization and may be further adjusted to exclude certain other items, if applicable. Total assets by segment are those assets directly associated with the respective operating activities, comprising inventory, property, plant and equipment and operating lease right-of-use assets. Other assets, such as cash, accounts receivable and intangible assets, are monitored on an entity-wide basis and not included in segment information that is regularly reviewed by our CODM. The accounting policies applied by our segments are the same as those described in Note 2 - Summary of Significant Accounting Policies. Transactions between segments are at negotiated prices. Reynolds Cooking & Baking Hefty Waste & Storage Hefty Tableware Presto Products Segment total Unallocated (1) Total 2025 (in millions) Net revenues $ 1,259 $ 1,003 $ 850 $ 614 $ 3,726 $ ( 5 ) $ 3,721 Intersegment revenues — 8 — 14 22 ( 22 ) — Total segment net revenues 1,259 1,011 850 628 3,748 ( 27 ) 3,721 Other segment items (2) ( 1,040 ) ( 732 ) ( 717 ) ( 498 ) ( 2,987 ) Adjusted EBITDA 219 279 133 130 761 Depreciation and amortization 39 20 22 20 101 34 135 Capital expenditures 50 48 32 11 141 20 161 Total assets 612 318 242 251 1,423 3,513 4,936 Reynolds Cooking & Baking Hefty Waste & Storage Hefty Tableware Presto Products Segment total Unallocated (1) Total 2024 (in millions) Net revenues $ 1,206 $ 971 $ 936 $ 585 $ 3,698 $ ( 3 ) $ 3,695 Intersegment revenues — 10 — 12 22 ( 22 ) — Total segment net revenues 1,206 981 936 597 3,720 ( 25 ) 3,695 Other segment items (2) ( 990 ) ( 704 ) ( 788 ) ( 467 ) ( 2,949 ) Adjusted EBITDA 216 277 148 130 771 Depreciation and amortization 33 21 20 21 95 34 129 Capital expenditures 50 19 36 12 117 3 120 Total assets 563 282 259 252 1,356 3,517 4,873 71 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Reynolds Cooking & Baking Hefty Waste & Storage Hefty Tableware Presto Products Segment total Unallocated (1) Total 2023 (in millions) Net revenues $ 1,237 $ 949 $ 984 $ 580 $ 3,750 $ 6 $ 3,756 Intersegment revenues — 11 — 14 25 ( 25 ) — Total segment net revenues 1,237 960 984 594 3,775 ( 19 ) 3,756 Other segment items (2) ( 1,060 ) ( 695 ) ( 807 ) ( 482 ) ( 3,044 ) Adjusted EBITDA 177 265 177 112 731 Depreciation and amortization 31 19 16 21 87 37 124 Capital expenditures 46 11 28 8 93 11 104 (1) Unallocated includes the elimination of intersegment revenues, other revenue adjustments and certain corporate costs, depreciation and amortization and assets not allocated to segments. Unallocated assets are comprised of cash, accounts receivable, other receivables, entity-wide property, plant and equipment, entity-wide operating lease ROU assets, goodwill, intangible assets, related party receivables and other assets. (2) Other segment items included in Segment Adjusted EBITDA primarily include cost of sales (including material, manufacturing and logistics costs), salaries and benefits, advertising expenses and professional fees. The CODM allocates resources and assesses performance on a consolidated level for these other segment items. The following table presents a reconciliation of segment Adjusted EBITDA to consolidated GAAP income before income taxes: For the Years Ended December 31, 2025 2024 2023 (in millions) Segment Adjusted EBITDA $ 761 $ 771 $ 731 Corporate / unallocated expenses ( 94 ) ( 93 ) ( 95 ) 667 678 636 Adjustments to reconcile to GAAP income before income taxes Depreciation and amortization ( 135 ) ( 129 ) ( 124 ) Interest expense, net ( 86 ) ( 98 ) ( 119 ) Debt refinancing expense (1) ( 13 ) — — Costs to execute strategic initiatives (2) ( 25 ) — — CEO transition costs (3) ( 15 ) — — Consolidated GAAP income before income taxes $ 393 $ 451 $ 393 (1) Reflects the expense recorded related to our March 2025 Term Loan Facility refinancing. (2) Reflects costs related to the execution of cost savings and revenue growth strategic initiatives. (3) Reflects compensation and other costs related to the CEO transition effective January 1, 2025. 72 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Information in Relation to Products Net revenues by product line are as follows: For the Years Ended December 31, 2025 2024 2023 (in millions) Cooking products $ 1,259 $ 1,206 $ 1,237 Waste products (1) 936 917 917 Tableware products 850 936 984 Storage products (1) 681 639 612 Unallocated ( 5 ) ( 3 ) 6 Net revenues $ 3,721 $ 3,695 $ 3,756 (1) Waste and storage products are comprised of our Hefty Waste & Storage and Presto Products segments. Our different product lines are generally sold to a common group of customers. For all product lines, there is a relatively short time period between the receipt of the order and the transfer of control over the goods to the customer. Geographic Data Geographic data for net revenues (recognized based on location of our business operations) and long-lived assets (representing property, plant and equipment) are as follows: For the Years Ended December 31, 2025 2024 2023 (in millions) Net revenues: United States $ 3,631 $ 3,601 $ 3,661 Other 90 94 95 Net revenues $ 3,721 $ 3,695 $ 3,756 As of December 31, 2025 2024 (in millions) Long-lived assets United States $ 815 $ 751 Other 8 7 Long-lived assets $ 823 $ 758 Entity-wide Disclosures Net revenues from our largest customer and its affiliates was 48 % of total net revenues for each of the years ended December 31, 2025, 2024 and 2023. The net revenues from our largest customer and its affiliates were recognized across all of our segments but concentrated more heavily in our Hefty Waste & Storage and Hefty Tableware segments. Another customer was 11 % of total net revenues for the year ended December 31, 2025. Net revenues from this customer are in our Reynolds Cooking & Baking, Hefty Tableware and Presto Products segments. No other customers accounted for 10% or more of our total net revenues in any of the years presented. 73 Table of Contents Reynolds Consumer Products Inc. Notes to the Consolidated Financial Statements Note 17 – Related Party Transactions Packaging Finance Limited (“PFL”) owns the majority of our outstanding common stock, and until April 1, 2025, owned the majority of the outstanding common stock of Pactiv Evergreen Inc. and its subsidiaries (“PEI Group”). We sell and purchase various goods and services with PEI Group under contractual arrangements that expire over a variety of periods through December 31, 2027. During the years ended December 31, 2024 and 2023, we amended these contractual arrangements with PEI Group, which, among other things, extended the expiration date for certain arrangements. Transactions between us and PEI Group are described below. On April 1, 2025, PFL completed the sale of PEI Group, which was a related party through March 31, 2025, to an unrelated party. Accordingly, transactions and balances with PEI Group from April 1, 2025 are no longer classified as related party items. Related party receivables and payables outstanding as of March 31, 2025, have been reclassified to accounts receivable, net and accounts payable, respectively. The related party cash flow amounts presented reflect only activity through March 31, 2025. This change does not affect the presentation of historical related party disclosures. For the years ended December 31, 2025, 2024 and 2023, revenues from products sold to PEI Group as a related party were $ 17 million, $ 77 million and $ 83 million, respectively. For the years ended December 31, 2025, 2024 and 2023, products purchased from PEI Group as a related party were $ 51 million, $ 332 million and $ 381 million, respectively. For the years ended December 31, 2025, 2024 and 2023, PEI Group as a related party charged us freight and warehousing costs of $ 4 million, $ 28 million and $ 37 million, respectively, which were included in cost of sales. The resulting related party receivables and payables are settled regularly with PEI Group in the normal course of business. Furthermore, $ 143 million of dividends were paid to PFL during the years ended December 31, 2025, 2024 and 2023, respectively. Note 18 – Subsequent Events Quarterly Cash Dividend On January 29, 2026, our Board of Directors approved a cash dividend of $ 0.23 per common share to be paid on February 27, 2026 to shareholders of record on February 13, 2026. Segment Realignment On February 4, 2026, we announced an organizational realignment that is designed to increase efficiencies, sharpen the focus on innovation and establish a structure to better unlock growth opportunities. As part of this realignment, the Hefty Waste & Storage and Presto Products segments have been reorganized into two new reportable segments, separating our waste bags and food storage operations. The Reynolds Cooking & Baking and Hefty Tableware segments remain unchanged. The impacts of this change, including the recast of comparative segment disclosures, will be reflected beginning in the first quarter of 2026. Except as described above, there have been no events subsequent to December 31, 2025 which would require recognition or disclosure in these consolidated financial statements. 74 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.