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Item 8. Financial Statements and Supplementary Data

2025-02-28 compared with 2024-02-28 · 835 added, 507 removed, 1405 unchanged (49% of the section changed)

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We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded RTS Packaging, LLC (“RTS Packaging”), the Chattanooga paper mill (“Chattanooga Mill”), and Inapel Embalagens Ltda.

(“Inapel”) from its assessment of internal control over financial reporting as of December 31, 2023 because they were acquired by the Company in purchase business combinations during 2023.

We have also excluded RTS Packaging, Chattanooga Mill, and Inapel from our audit of internal control over financial reporting.

RTS Packaging, Chattanooga Mill, and Inapel are wholly-owned subsidiaries whose total revenues and total assets excluded from management’s assessment and our audit of internal control over financial reporting represent 1.3% and 3.0%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2023.

As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded Titan Holdings I B.V.

(“Eviosys”) from its assessment of internal control over financial reporting as of December 31, 2024 because it was acquired by the Company in a purchase business combination during 2024.

We have also excluded Eviosys from our audit of internal control over financial reporting.

Eviosys is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent 17.9% and 1.7%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2024.

Definition and Limitations of Internal Control over Financial Reporting

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F-1 FORM 10-K SONOCO 2024 ANNUAL REPORT

Goodwill Impairment Assessment – Plastics – Medical Reporting Unit

As described in Notes 1 and 8 to the consolidated financial statements, the Company’s consolidated goodwill balance was $1.8 billion as of December 31, 2023, and the goodwill associated with the Plastics – Medical reporting unit was $64.2 million.

Goodwill Impairment Assessment – Metal Packaging Reporting Unit

As described in Notes 1 and 9 to the consolidated financial statements, the Company’s consolidated goodwill balance was $2.5 billion as of December 31, 2024, and the goodwill associated with the Metal Packaging reporting unit was $384 million.

Management assesses goodwill for impairment annually during the third quarter, or from time to time when warranted by the facts and circumstances surrounding individual reporting units or the Company as a whole.

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If the carrying value of a reporting unit exceeds the fair value of that reporting unit, an impairment charge to goodwill is recognized for the excess.

Fair value is estimated using a discounted cash flow model based on projections of future years’ operating results and associated cash flows combined with comparable trading and transaction multiples based on guideline public companies.

The calculated estimated fair value of the reporting unit reflects a number of significant management assumptions and estimates including the forecast of sales growth, gross profit margins, and discount rates.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Plastics – Medical reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the reporting unit;

Fair value is estimated using a discounted cash flow model (income valuation approach), which reflects significant management assumptions and estimates related to the forecast of sales growth, gross profit margins, and discount rates.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Metal Packaging reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the reporting unit;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the forecast of sales growth, gross profit margins, and discount rate;

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Addressing 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 management’s goodwill impairment assessment, including controls over the valuation of the Plastics – Medical reporting unit.

These procedures also included, among others (i) testing management’s process for developing the fair value estimate of the Plastics – Medical reporting unit;

(ii) evaluating the appropriateness of the discounted cash flow model used by management;

(iii) testing the completeness and accuracy of underlying data used in the discounted cash flow model;

These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the valuation of the Metal Packaging reporting unit.

These procedures also included, among others (i) testing management’s process for developing the fair value estimate of the Metal Packaging reporting unit;

(ii) evaluating the appropriateness of the income valuation approach used by management;

(iii) testing the completeness and accuracy of underlying data used in the income valuation approach;

and (iv) evaluating the reasonableness of the significant assumptions used by management related to the forecast of sales growth, gross profit margins, and discount rate.

Evaluating management’s assumptions related to the forecast of sales growth and gross profit margins involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Plastics – Medical reporting unit;

(ii) the consistency with external market data;

and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow model and (ii) the reasonableness of the discount rate assumption.

Valuation of Customer Lists Intangible Asset – RTS Packaging

As described in Notes 1, 3 and 8 to the consolidated financial statements, on September 8, 2023, the Company completed the acquisition of the remaining 65% interest in RTS Packaging from joint venture partner WestRock Company (“WestRock”) and the acquisition of the Chattanooga Mill from WestRock for net cash consideration of $313.4 million.

The acquisitions resulted in $190.6 million of intangible assets, primarily related to customer lists, the majority of which related to the RTS Packaging acquisition.

The fair values of intangible assets associated with the acquisitions were determined using an income valuation approach.

Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the income valuation approach and (ii) the reasonableness of the discount rate assumption.

Valuation of Customer List Intangible Asset – Eviosys

As described in Notes 1, 4, and 9 to the consolidated financial statements, on December 4, 2024, the Company completed the acquisition of Eviosys for $3,789.8 million, net of cash acquired, which resulted in $2.0 billion of acquired intangible assets being recorded, the significant portion of which related to a customer list intangible asset.

The fair value of the customer list acquired was determined using an income valuation approach.

Projecting discounted future cash flows requires management to make significant estimates regarding projected revenues, projected earnings before interest, taxes, depreciation, and amortization (EBITDA) margins, discount rates and customer attrition rates.

The principal considerations for our determination that performing procedures relating to the valuation of the customer lists intangible asset acquired in the RTS Packaging acquisition is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the customer lists intangible asset acquired;

The principal considerations for our determination that performing procedures relating to the valuation of the customer list intangible asset acquired in the Eviosys acquisition is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the customer list intangible asset acquired;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to projected revenues, projected EBITDA margins, discount rate and customer attrition rate;

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Addressing 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 acquisition accounting, including controls over management’s valuation of the customer lists intangible asset acquired.

These procedures also included, among others (i) reading the purchase agreement;

(ii) testing management’s process for developing the fair value estimate of the customer lists intangible asset acquired;

(ii) testing management’s process for developing the fair value estimate of the customer list intangible asset acquired;

(iii) evaluating the appropriateness of the income valuation approach used by management;

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and (v) evaluating the reasonableness of the significant assumptions used by management related to projected revenues, projected EBITDA margins, discount rate and customer attrition rate.

Evaluating management’s assumptions related to projected revenues and projected EBITDA margins involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of RTS Packaging;

(ii) the consistency with external market and industry data;

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Prepaid expenses 197,134 103,959

Current assets of discontinued operations 450,874 459,618

Total Current Assets 3,178,560 2,050,365

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Other Assets 208,759 206,064

Non-current assets of discontinued operations 964,310 984,109

Total Assets $ 12,507,790 $ 7,191,957

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Accrued taxes 6,755 10,863

Current liabilities of discontinued operations 242,056 248,404

Total Current Liabilities 4,038,291 1,165,277

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Other Liabilities 60,847 49,362

Non-current liabilities of discontinued operations 113,911 118,140

Total Liabilities 10,221,577 4,760,122

Commitments and Contingencies (Note 18)

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Common shares, no par value

Authorized 300,000 shares

97,957 a nd 97,645 shares issued and outstanding as of December 31, 2023 and 2022, respectively

Aut horized 300,000 shares

98,260 and 97,957 shares issued and outstanding as of December 31, 2024 and 2023, respectively

Capital in excess of stated value 183,250 159,047

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Restructuring/Asset impairment charges 65,370 47,909 52,385

Gain/(Loss) on divestiture of business and other assets

(Loss)/Gain on divestiture of business and other assets

( 23,452 ) 78,929 —

Operating profit 326,578 589,049 563,355

Other income, net 39,657 — —

Other (expenses)/income, net ( 104,200 ) 39,657 —

Non-operating pension costs 13,842 14,312 7,073

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Interest income 27,570 10,026 4,527

Loss from the early extinguishment of debt — — 20,184

Income/(Loss) before income taxes 614,832 571,282 ( 160,982 )

Provision for/(Benefit from) income taxes 149,278 118,509 ( 67,430 )

Income/(Loss) before equity in earnings of affiliates 465,554 452,773 ( 93,552 )

Income from continuing operations before income taxes 63,486 489,027 459,934

Provision for income taxes 5,509 119,730 95,731

Income before equity in earnings of affiliates 57,977 369,297 364,203

Equity in earnings of affiliates, net of tax 9,588 10,347 14,207

Net income/(loss) 475,901 466,980 ( 82,711 )

Net income attributable to noncontrolling interests ( 942 ) ( 543 ) ( 2,766 )

Net income/(loss) attributable to Sonoco $ 474,959 $ 466,437 $ ( 85,477 )

Net income from continuing operations 67,565 379,644 378,410

Net income from discontinued operations

96,375 96,257 88,570

163,940 475,901 466,980

Net loss/(income) from continuing operations attributable to noncontrolling interests 180 ( 768 ) ( 284 )

Net income from discontinued operations attributable to noncontrolling interests ( 171 ) ( 174 ) ( 259 )

Net income attributable to Sonoco $ 163,949 $ 474,959 $ 466,437

Weighted average common shares outstanding:

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Per common share:

Net income/(loss) attributable to Sonoco:

Basic $ 4.83 $ 4.76 $ ( 0.86 )

Diluted $ 4.80 $ 4.72 $ ( 0.86 )

Basic earnings per common share:

Continuing operations $ 0.69 $ 3.85 $ 3.86

Discontinued operations 0.97 0.98 0.90

Basic earnings per share attributable to Sonoco $ 1.66 $ 4.83 $ 4.76

Diluted earnings per common share:

Continuing operations $ 0.68 $ 3.83 $ 3.83

Discontinued operations 0.97 0.97 0.89

Diluted earnings per share attributable to Sonoco $ 1.65 $ 4.80 $ 4.72

The Notes beginning on page F-8 are an integral part of these consolidated financial statements.

F-4 FORM 10-K SONOCO 2024 ANNUAL REPORT

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

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2024 2023 2022

Net income/(loss) $ 475,901 $ 466,980 $ ( 82,711 )

Other comprehensive income/(loss):

Net income $ 163,940 $ 475,901 $ 466,980

Other comprehensive (loss)/income

Foreign currency translation adjustments ( 143,730 ) 70,308 ( 68,780 )

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Change in derivative financial instruments, net of tax ( 2,133 ) 1,737 ( 1,842 )

Other comprehensive income/(loss) 63,391 ( 70,198 ) 396,833

Other comprehensive (loss)/income ( 136,849 ) 63,391 ( 70,198 )

Comprehensive income 27,091 539,292 396,782

Net income attributable to noncontrolling interests ( 942 ) ( 543 ) ( 2,766 )

Net loss/(income) attributable to noncontrolling interests-continuing operations 180 ( 768 ) ( 284 )

Net income attributable to noncontrolling interests-discontinued operations ( 171 ) ( 174 ) ( 259 )

Other comprehensive loss/(income) attributable to noncontrolling interests 377 430 ( 460 )

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January 1, 2022 $ 1,849,541 97,370 $ 7,175 $ 119,690 $ ( 359,425 ) $ 2,070,005 $ 12,096

Net (loss)/income ( 82,711 ) ( 85,477 ) 2,766

Net income 466,980 466,437 543

Other comprehensive income/(loss):

Translation loss ( 75,636 ) ( 75,052 ) ( 584 )

Translation (loss)/income ( 68,780 ) ( 69,240 ) 460

Defined benefit plan adjustment 1

471,350 471,350

Derivative financial instruments 1

Other comprehensive income/(loss) 396,833 397,417 ( 584 )

Dividends paid to noncontrolling interest ( 1,009 ) ( 1,009 )

( 1,842 ) ( 1,842 )

Other comprehensive (loss)/income ( 70,198 ) ( 70,658 ) 460

Purchase of noncontrolling interest ( 13,196 ) ( 7,080 ) ( 6,116 )

Dividends ( 188,259 ) ( 188,259 )

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Net income 475,901 474,959 942

Other comprehensive (loss)/income:

Translation (loss)/income ( 68,780 ) ( 69,240 ) 460

Other comprehensive income/(loss):

Translation income/(loss) 70,308 70,738 ( 430 )

Defined benefit plan adjustment 1

Derivative financial instruments 1

( 8,654 ) ( 8,654 )

Other comprehensive (loss)/income ( 70,198 ) ( 70,658 ) 460

Purchase of noncontrolling interest ( 13,196 ) ( 7,080 ) ( 6,116 )

Derivative financial instruments 1

Other comprehensive income/(loss) 63,391 63,821 ( 430 )

Dividends ( 198,762 ) ( 198,762 )

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December 31, 2023 $ 2,431,835 97,957 $ 7,175 $ 159,047 $ ( 366,262 ) $ 2,624,380 $ 7,495

Net income 475,901 474,959 942

Net income/(loss) 163,940 163,949 ( 9 )

Other comprehensive income/(loss):

Translation income/(loss) 70,308 70,738 ( 430 )

Translation loss ( 143,730 ) ( 143,353 ) ( 377 )

Defined benefit plan adjustment 1

( 8,654 ) ( 8,654 )

Derivative financial instruments 1

Other comprehensive income/(loss) 63,391 63,821 ( 430 )

( 2,133 ) ( 2,133 )

Other comprehensive loss ( 136,849 ) ( 136,472 ) ( 377 )

Divestiture of non-controlling interest ( 2,043 ) ( 2,043 )

Non-controlling interest from acquisition 9,533 9,533

Dividends ( 204,406 ) ( 204,406 )

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Share-based compensation 29,659 29,659

Other 2,875 2,875

December 31, 2024 $ 2,286,213 98,260 $ 7,175 $ 183,250 $ ( 502,734 ) $ 2,583,923 $ 14,599

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Cash Flows from Operating Activities

Net income/(loss) $ 475,901 $ 466,980 $ ( 82,711 )

Net income $ 163,940 $ 475,901 $ 466,980

Adjustments to reconcile net income to net cash provided by operating activities:

Asset impairment loss/(gain) 26,445 21,444 ( 4,082 )

Asset impairment loss 17,027 26,445 21,444

Depreciation, depletion and amortization 374,859 340,988 308,824

Loss on early extinguishment of debt — — 20,184

Share-based compensation expense 29,659 27,780 31,309

Net loss on foreign currency remeasurement 113,697 — —

Equity in earnings of affiliates, net of tax ( 9,588 ) ( 10,347 ) ( 14,207 )

Cash dividends from affiliated companies 11,926 9,389 8,902

Net (gain)/loss on disposition of assets ( 65,947 ) ( 5,979 ) 15

Net (gain)/loss on divestiture of business ( 57,104 ) — 2,667

Net gain on disposition of assets ( 55 ) ( 65,947 ) ( 5,979 )

Net loss/(gain) on divestiture of business 23,452 ( 57,104 ) —

Gain on remeasurement of investment in affiliated companies ( 6,012 ) — —

Pension and postretirement plan expense 17,477 17,460 10,697

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Proceeds from the sale of assets 15,649 80,339 9,621

Investment in affiliated companies

( 11,300 ) ( 2,700 )

Other net investing proceeds

Proceeds from settlement of net investment hedge 9,068 — —

Cash settlement of forward contract ( 34,414 ) — —

Investments in affiliated companies and other net investing proceeds 9,978 2,781

Net cash used by investing activities ( 4,105,527 ) ( 619,336 ) ( 1,741,436 )

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Principal repayment of debt ( 151,534 ) ( 1,112,917 ) ( 285,511 )

Net (decrease)/increase in commercial paper borrowings — ( 349,000 ) 349,000

Net increase/(decrease) in book cash overdrafts

6,408 ( 18,529 ) 6,974

Proceeds from interest rate swap — — 4,387

Net decrease in commercial paper borrowings — — ( 349,000 )

Net (decrease)/increase in book cash overdrafts ( 8,676 ) 6,408 ( 18,529 )

Payment of loan financing costs ( 19,000 ) — —

Payment of contingent consideration ( 948 ) — —

Cash dividends – common ( 203,492 ) ( 197,416 ) ( 187,093 )

Purchase of noncontrolling interest — — ( 14,474 )

Dividends paid to noncontrolling interests — — ( 1,009 )

Excess cash costs of early extinguishment of debt — — ( 20,111 )

Payments for share repurchases ( 9,246 ) ( 10,617 ) ( 4,547 )

Net cash (used)/provided by financing activities ( 351,985 ) 1,294,201 ( 513,543 )

Net cash provided/(used) by financing activities 3,668,423 ( 351,985 ) 1,294,201

Effects of Exchange Rate Changes on Cash ( 105,618 ) 12,902 ( 5,354 )

(Decrease)/Increase in Cash and Cash Equivalents ( 75,501 ) 56,460 ( 393,870 )

Increase/(Decrease) in Cash and Cash Equivalents 291,123 ( 75,501 ) 56,460

Cash and cash equivalents at beginning of year 151,937 227,438 170,978

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The Consolidated Financial Statements include the accounts of Sonoco Products Company and its majority-owned subsidiaries (the “Company” or “Sonoco”) after elimination of intercompany accounts and transactions.

On December 18, 2024, the Company announced that it had entered into an agreement to sell its Thermoformed and Flexibles Packaging business and its global Trident business (collectively, “TFP”) to TOPPAN Holdings Inc.

(“Toppan”) for approximately $ 1,800,000 on a cash-free and debt-free basis and subject to customary adjustments (the “Transaction”).

The Transaction, which reflects the completion of the Company’s previously announced strategic review of its Thermoformed and Flexibles Packaging business, is subject to customary closing conditions, including regulatory approvals, and is expected to close in the first half of 2025.

In accordance with applicable accounting guidance, the results of TFP, previously part of the Company’s Consumer Packaging segment, are presented as discontinued operations in the Consolidated Statements of Income and, as such, have been excluded from both continuing operations and segment results for all periods presented in this Annual Report on Form 10-K.

Further, the Company reclassified the assets and liabilities of TFP as assets and liabilities of discontinued operations in the Consolidated Balance Sheets as of December 31, 2024 and 2023.

The Consolidated Statements of Comprehensive Income, Changes in Total Equity, and Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations.

All amounts, percentages and disclosures for all periods presented in this Annual Report on Form 10-K reflect only the continuing operations of Sonoco unless otherwise noted.

See Note 2 for additional information.

Investments in affiliated companies in which the Company does not control the investee or in which the Company is not the primary beneficiary but has the ability to exercise significant influence over the investee’s financial and operating decisions, are accounted for by the equity method of accounting.

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Weidenhammer New Packaging, LLC 40.0 %

On September 8, 2023, the Company completed the acquisition of the remaining 65 % interest in RTS Packaging, LLC (“RTS Packaging”), from joint venture partner WestRock Company (“WestRock”).

Prior to September 8, 2023, the Company reported its 35 % interest in the RTS Packaging joint venture using the equity method of accounting.

From the date of acquisition of the remaining 65 % interest, RTS Packaging was accounted for under the acquisition method and its results of operations were included in the Company’s Consolidated Statements of Income.

The Company has certain other equity investments in which it is not able to exercise significant influence that are accounted for under the measurement alternative (i.e., cost less impairment, adjusted for any qualifying observable price changes).

These include a 19.5 % ownership in a small tubes and cores business in Chile and an investment in a small South Carolina-based designer and manufacturer of sustainable protective packaging solutions in which the Company increased its ownership interest from 20.5 % to 39.9 % during the second quarter of 2024, which contributed to an investment increase of $ 18,512 .

See Note 4 for additional information.

In addition, the Company has certain other equity investments in which it is not able to exercise significant influence so they are accounted for under the measurement alternative (i.e., cost less impairment, adjusted for any qualifying observable price changes).

These investments include a 19.5 % ownership in a small tubes and cores business in Chile and an 20.5 % ownership in a small South Carolina based designer and manufacturer of sustainable protective packaging solutions acquired in June 2022.

They also include a 2.7 % equity interest in Northstar Recycling Company, LLC (“Northstar”) valued at $ 5,000 which the Company acquired on January 26, 2023, as part of the sale of its Sonoco Sustainability Solutions (“S3”) business to Northstar.

See Note 3 for more information.

The Company’s 2.7 % equity interest in Northstar Recycling Company, LLC (“Northstar”), previously accounted for under the measurement alternative, was sold on December 23, 2024.

This investment was acquired on January 26, 2023, as part of the sale of its Sonoco Sustainability Solutions (“S3”) business to Northstar.

See Note 4 for additional information.

The aggregate carrying value of equity investments is reported in “Other Assets” in the Company’s Consolidated Balance Sheets and totaled $ 67,801 a nd $ 56,399 at December 31, 2024 and 2023, respectively.

Estimates and assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S.

GAAP) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The preparation of financial statements in conformity with U.S.

generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

Actual results could differ from those estimates.

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Prompt payment discounts are determinable within a short period after the originating sale and like sales returns, are treated as a reduction of revenue.

F-8 FORM 10-K SONOCO 2024 ANNUAL REPORT

Accounts receivable and allowance for doubtful accounts

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Account balances are charged off against the allowance for doubtful accounts when the Company determines that the receivable will not be recovered.

F-7 FORM 10-K SONOCO 2023 ANNUAL REPORT

No single customer comprised 10% or more of the Company’s consolidated net sales in 2024, 2023 or 2022, nor did the receivables balance from any single customer comprise 10% or more of the Company’s total trade accounts receivable at December 31, 2024 or December 31, 2023.

The Company engages with third-party financial institutions to sell certain trade accounts receivable from customers in order to accelerate its cash collection cycle.

The Company engages with third-party financial institutions to sell certain trade accounts receivables from customers in order to accelerate its cash collection cycle.

In addition, the Company also participates in supply chain finance arrangements promoted by certain of its customers.

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In total, approximately 12 % and 15 % of the Company’s consolidated net sales were subject to settlement under these arrangements in 2024 and 2023, respectively.

The acquisition of Eviosys on December 4, 2024, included arrangements under which certain trade receivables sold to third-party financial institutions are made with recourse and therefore do not meet the requirements under ASC 860 to be accounted for as a true sale with derecognition of such receivables from the Company’s consolidated balance sheets.

Accordingly, receivables sold under such arrangements totaling $ 73,487 were included in “Notes payable and current portion of long-term debt” in the Company’s Consolidated Balance Sheets at December 31, 2024.

Accounts payable and supply chain financing

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The majority of the Company’s inventories are accounted for using the first-in, first-out (FIFO) method and are stated at the lower of cost or net realizable value.

The last-in, first-out (LIFO) method is used for the valuation of certain of the Company’s domestic inventories, primarily metal, internally manufactured paper and paper purchased from third parties, and a pproxim ated 13 % and 11 % of total inventories at December 31, 2023 and 2022, respectively.

The last in, first out (“LIFO”) method is used for the valuation of certain of the Company’s domestic inventories, primarily metal, internally manufactured paper and paper purchased from third parties, and approximated 9 % and 17 % of total inventories at December 31, 2024 and 2023, respectively.

Inventories accounted for using the LIFO method are stated at the lower of cost or market.

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Equipment lives generally range from 3 to 11 years, and buildings range from 15 to 40 years.

F-9 FORM 10-K SONOCO 2024 ANNUAL REPORT

Expenditures for repairs and maintenance are charged to expense as incurred.

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When the Company determines a lease exists, a leased asset and corresponding lease liability are recorded on its consolidated balance sheet.

Lease contracts with a term of 12 months or less are not recorded on the consolidated balance sheet in conjunction with the Company's practical expedient election under ASC 842, “Leases.” Leased assets represent the Company’s right to use an underlying asset during the lease term and are reviewed for impairment whenever events indicate the carrying value may not be recoverable.

Lease contracts with a term of 12 months or less are not recorded in the consolidated balance sheet in conjunction with the Company’s practical expedient election under ASC 842, “Leases.” Leased assets represent the Company’s right to use an underlying asset during the lease term and are reviewed for impairment whenever events indicate the carrying value may not be recoverable.

Lease liabilities represent the Company’s obligation arising from the lease.

The Company’s leased assets and liabilities may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise those options.

The Company has lease agreements with non-lease components that relate to lease components

F-8 FORM 10-K SONOCO 2023 ANNUAL REPORT

(e.g., common area maintenance such as cleaning or landscaping, etc.).

The Company has lease agreements with non-lease components that relate to lease components (e.g., common area maintenance such as cleaning or landscaping, etc.).

The Company accounts for each lease and any non-lease components associated with that lease as a single lease component for all underlying asset classes in accordance with the scope of the lease accounting standard.

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In performing the impairment test, the Company compares the fair value of the reporting unit with its carrying amount, and if the carrying value of the reporting unit exceeds the fair value of that reporting unit, an impairment charge is recognized for the excess.

In determining the fair value of the reporting units, management considered both the income approach and the market approach.

Fair value was estimated using a discounted cash flow model based on projections of future years’ operating results and associated cash flows combined with comparable trading and transaction multiples based on guideline public companies.

In determining the fair value of the reporting units, management considers both the income approach and the market approach.

Fair value is estimated using a discounted cash flow model (income valuation approach) based on projections of future years’ operating results and associated cash flows combined with comparable trading and transaction multiples based on guideline public companies.

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Assets and liabilities are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse.

The Company recognizes liabilities for uncertain income tax positions based on its estimate of whether it is more likely than not that additional taxes will be required and the Company reports related interest and penalties within provision for income taxes on the consolidated statement of income.

The Company recognizes liabilities for uncertain income tax positions based on its estimate of whether it is more likely than not that additional taxes will be required and the Company reports related interest and penalties within the provision for income taxes line item in the Consolidated Statements of Income.

F-10 FORM 10-K SONOCO 2024 ANNUAL REPORT

The Company uses derivatives to mitigate the effect of fluctuations in some of its raw material and energy costs, foreign currencies, and, from time to time, interest rates.

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The Company may enter into financial derivative contracts that may contain credit-risk-related contingent features, which could result in a counterparty requesting immediate payment or demanding immediate and ongoing full overnight collateralization on derivative instruments in net liability positions.

F-9 FORM 10-K SONOCO 2023 ANNUAL REPORT

The Company records its derivatives as assets or liabilities on the balance sheet at fair value using published market prices or estimated values based on current price and/or rate quotes and discounted estimated cash flows.

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Share-Based Compensation Plans

The Company utilizes share-based compensation in the form of restricted stock units, performance contingent restricted stock units, and other share-based awards.

The fair value of the Company’s restricted stock units is equal to the closing price of the Company’s stock on the date of grant discounted for any projected dividends that are not eligible to be received during the vesting period.The amount of share-based compensation expense associated with performance contingent restricted stock units is based on estimates of future performance using measures defined in the stock plan descriptions for each award granted.

The Company utilizes share-based compensation in the form of restricted stock units (“RSUs”), performance contingent restricted stock units (“PCSUs”), and other share-based awards.

The fair value of the Company’s RSUs is equal to the closing price of the Company’s stock on the date of grant discounted for any projected dividends that are not eligible to be received during the vesting period.

The amount of share-based compensation expense associated with PCSUs is based on estimates of future performance using measures defined in the stock plan descriptions for each award granted.

As of December 31, 2024, these performance measures include the following:

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• Return on invested capital — three-year simple average of annual returns calculated by dividing 1) adjusted operating profit after tax (derived from historical or projected earnings) by 2) the average of total historical or projected debt plus equity for the respective annual periods.

For the most recent award grant in 2023, the performance payout will be subject to adjustment by a total stock return modifier as determined by the Company’s relative performance within its targeted peer group.

For the awards granted in 2024 and 2023, the performance payout will be subject to adjustment by a total stock return modifier as determined by the Company’s relative performance within its targeted peer group for each grant.

Changes in estimates regarding the future achievement of these performance measures may result in significant fluctuations from period to period in the amount of share-based compensation expense recognized in the Company’s Consolidated Financial Statements.

22 unchanged sentences

If the Company is required to adjust provisional amounts that were recorded for the fair values of assets and liabilities in connection with acquisitions, these adjustments could have a material impact on its financial condition and results of operations.

Significant estimates and assumptions in estimating the fair value of acquired patents, customer lists, trademarks, proprietary technology, and other identifiable intangible assets include future cash flows that the Company expects to generate from the acquired assets, discount rate, customer attrition rate, and long-term revenue growth projections.

F-11 FORM 10-K SONOCO 2024 ANNUAL REPORT

customer attrition rate, and long-term revenue growth projections.

Projecting discounted future cash flows requires the Company to make significant estimates regarding projected revenues, projected earnings before interest, taxes, depreciation, and amortization margins, discount rates and customer attrition rates.

4 unchanged sentences

The Company measures the right-of-use asset at the same amount as the lease liability as adjusted to reflect favorable or unfavorable terms of the lease when compared with market terms.

F-10 FORM 10-K SONOCO 2023 ANNUAL REPORT

Reportable segments

3 unchanged sentences

Contingencies

Pursuant to U.S.

GAAP for accounting for contingencies, accruals for estimated losses are recorded at the time information becomes available indicating that losses are probable and that the amounts are reasonably estimable.

Pursuant to GAAP for accounting for contingencies, accruals for estimated losses are recorded at the time information becomes available indicating that losses are probable and that the amounts are reasonably estimable.

Amounts so accrued are not discounted.

2 unchanged sentences

The Company’s foreign operations are exposed to political, geopolitical, and cultural risks, but the risks are mitigated by diversification and the relative stability of the countries in which the Company has significant operations.

Because the economies in Turkey and Venezuela are considered highly inflationary under U.S.

GAAP, the Company considers the U.S.

Because the economies in Turkey and Venezuela are considered highly inflationary under GAAP, the Company considers the U.S.

dollar to be the functional currency for these operations and uses the official exchange rate when remeasuring the financial assets and liabilities of these operations.

The remeasurement adjustments are recorded against earnings within the Company’s consolidated income statement.

F-12 FORM 10-K SONOCO 2024 ANNUAL REPORT

Discontinued operations

As disclosed in Note 1, on December 18, 2024, the Company entered into an agreement to sell TFP.

As a result of the planned sale, and in accordance with applicable accounting guidance, the financial results of TFP are presented as discontinued operations in the Consolidated Statements of Income and, as such, have been excluded from both continuing operations and segment results for all periods presented.

Further, the Company reclassified the assets and liabilities of TFP as assets and liabilities of discontinued operations in the Consolidated Balance Sheets as of December 31, 2024 and 2023.

The Consolidated Statements of Comprehensive Income, Consolidated Statements of Changes in Total Equity, and Consolidated Statements of Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations.

All amounts, percentages and disclosures for all periods presented reflect only the continuing operations of Sonoco unless otherwise noted.

The following table presents the assets and liabilities that are classified as discontinued operations in the Consolidated Balance Sheets as of

December 31, 2024 and 2023:

Cash and cash equivalents $ 12,050 $ 13,042

Trade accounts receivable, net of allowances of $ 2,582 in 2024 and $ 2,793 in 2023

209,379 218,620

Other receivables 46,001 48,677

Finished and in process 80,573 86,515

Materials and supplies 94,083 83,338

Prepaid expenses 8,788 9,426

Current assets of discontinued operations $ 450,874 $ 459,618

Property, plant and equipment, net of accumulated depreciation of $ 465,923 in 2024 and $ 480,416 in 2023

262,662 243,370

Goodwill 502,621 512,643

Other intangible assets, net of accumulated amortization of $ 206,437 in 2024 and $ 189,471 in 2023

103,593 127,113

Long-term deferred income taxes 262 706

Right of use asset-operating leases 75,855 81,483

Other assets 19,317 18,794

Non-current assets of discontinued operations $ 964,310 $ 984,109

Payable to suppliers 172,720 169,613

Accrued expenses and other 62,562 70,593

Notes payable and current portion of long-term debt 6,774 8,198

Current liabilities of discontinued operations $ 242,056 $ 248,404

Long-term debt 29,850 37,866

Noncurrent operating lease liabilities 67,789 72,751

Pension and other postretirement benefits — 116

Deferred income taxes 15,928 6,934

Other liabilities 344 473

Non-current liabilities of discontinued operations $ 113,911 $ 118,140

F-13 FORM 10-K SONOCO 2024 ANNUAL REPORT

The following table presents key components of “Income from discontinued operations, net of taxes” for the years ended December 31, 2024, 2023, and 2022:

Year Ended December 31,

2024 2023 2022

Net sales $ 1,291,461 $ 1,339,866 $ 1,391,225

Cost of sales 1,037,196 1,106,970 1,176,894

Gross profit 254,265 232,896 214,331

Selling, general and administrative expenses 122,488 97,131 97,762

Restructuring/Asset impairment charges 3,740 9,024 4,525

Operating profit 128,037 126,741 112,044

Interest expense 1

13,396 1,293 790

Interest income 1,668 357 94

Income from discontinued operations before income taxes 116,309 125,805 111,348

Provision for income taxes 19,934 29,548 22,778

Net income from discontinued operations 96,375 96,257 88,570

Net income from discontinued operations attributable to noncontrolling interests ( 171 ) ( 174 ) ( 259 )

Net income attributable to discontinued operations $ 96,204 $ 96,083 $ 88,311

Weighted average common shares outstanding:

Basic 98,637 98,294 97,991

Diluted 99,290 98,890 98,732

Per common share

Net income attributable to discontinued operations:

Basic $ 0.97 $ 0.98 $ 0.90

Diluted $ 0.97 $ 0.97 $ 0.89

1 Includes $ 9,528 of interest expense in 2024 relating to certain debt contractually required to be repaid by the Company upon completion of the TFP divestiture.

No such interest expense is reflected in 2023 or 2022.

The following table presents significant cash flow items from discontinued operations for the years ended December 31, 2024, 2023, and 2022:

Year Ended December 31,

2024 2023 2022

Depreciation, depletion and amortization $ 58,798 $ 58,959 $ 58,291

Capital expenditures

$ ( 65,321 ) $ ( 55,624 ) $ ( 48,049 )

New accounting pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, “Income Taxes (Topic 740):

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses,” which requires companies to disclose disaggregated amounts relating to (a) inventory purchases;

(b) employee compensation;

(d) intangible asset amortization;

and (e) depreciation, depletion, and amortization.

Further, this guidance will require companies to include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements, disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively and disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

The standard is intended to benefit investors by providing more detailed expense disclosures that would be useful in making capital allocation decisions.

This guidance is effective for public business entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027 but early adoption is permitted.

ASU 2024-03 should be applied on a prospective basis, but retrospective application is permitted.

The Company is currently evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures,” which modifies the rules on income tax disclosures to require disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

2 unchanged sentences

ASU 2023-09 should be applied on a prospective basis, but retrospective application is permitted.

The Company is currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and related disclosures.

The Company is currently evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures.

F-14 FORM 10-K SONOCO 2024 ANNUAL REPORT

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280):

3 unchanged sentences

The guidance is to be applied retrospectively to all prior periods presented in the financial statements.

The Company is currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and related disclosures.

The Company adopted this standard effective with its reporting for the year ended December 31, 2024 and has provided the enhanced reportable segment financial disclosures in this Annual Report on Form 10-K.

In September 2022, the FASB issued ASU 2022-04, “Liabilities—Supplier Finance Programs (Subtopic 405-50):

Disclosure of Supplier Finance Program Obligations.” The amendments in this update require that a buyer in a supplier finance program disclose qualitative and quantitative information about its supplier finance programs in each annual reporting period, including a description of key payment terms, and a rollforward of the outstanding obligation as of the end of the annual period.

The amendments are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the amendment on rollforward information, which is effective for fiscal years beginning after December 15, 2023.

The Company adopted this standard in the first quarter of 2023, with the exception of the amendment on rollforward information, which will be adopted in the first quarter of 2024.

The adoption of the new standard did not have a material effect on the consolidated financial statements.

In March 2022, the FASB issued ASU 2022-02, “Financial Instruments—Credit Losses (Topic 326):

Troubled Debt Restructurings and Vintage Disclosures.” The amendments in this update eliminate the accounting guidance for troubled debt restructurings while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty.

The amendments also require that an entity disclose current-period gross write offs by year of origination for financing receivables and net investments in leases.

The amendments in ASU 2022-02 were effective for the Company as of January 1, 2023, and their adoption did not have a material effect on the consolidated financial statements.

In October 2021, the FASB issued ASU 2021-08, “Business Combinations:

Accounting for Contract Assets and Contract Liabilities.” The amendments in this Update primarily require that the acquirer recognize and measure contract assets and contract liabilities acquired in a business combination as if the acquirer had originated the related revenue contracts rather than at fair value as of the acquisition date.

Generally, this would result in an acquirer recognizing and measuring the acquired contract assets and contract liabilities consistent with how they were recognized and measured in the acquiree's financial statements in accordance with GAAP.

The amendments in this ASU are effective on a prospective basis for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022.

The adoption of this ASU did not materially affect the Company’s consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provided temporary optional expedients and exceptions to applying U.S.

GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”).

In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform,” to clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform.

The sunset accounting standard provision associated with ASU 2020-04 was originally set for December 31, 2022;

however, in December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform:

Deferral of the Sunset Date of Topic 848,” which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848.This pronouncement, which was effective as of its December 31, 2022 issuance date, did not have a material impact on the Company's consolidated financial statements.

The Company does not expect that the market transition of LIBOR to SOFR will have a material impact on its consolidated financial statements.

F-11 FORM 10-K SONOCO 2023 ANNUAL REPORT

Disclosure of Supplier Finance Program Obligations.” The amendments require that a buyer in a supplier finance program disclose qualitative and quantitative information about its supplier finance programs in each annual reporting period, including a description of key payment terms, amounts outstanding, and a rollforward of the outstanding obligation.

In each interim reporting period, the amount outstanding requires disclosure.

The amendments were effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the amendment on rollforward information, which was effective for fiscal years beginning after December 15, 2023.

The Company adopted this standard in the first quarter of 2023, with the exception of the amendment on rollforward information, which was adopted effective with its reporting for the year ended December 31, 2024 and is included in this Annual Report on Form 10-K.

Other than the pronouncements discussed above, there have been no other newly issued nor newly applicable accounting pronouncements that have had, or are expected to have, a material impact on the Company’s financial statements.

Acquisitions and divestitures

On December 1, 2023, the Company completed the acquisition of Inapel Embalagens Ltda., (“Inapel”), a manufacturer of single and multilayer materials for flexible packaging in Brazil for a net cash purchase price of $ 59,228 , subject to customary working capital adjustments.

With the acquisition of Inapel, the Company added approximately 500 employees and two manufacturing locations in the Sao Paulo region of Brazil.

The financial results of Inapel are included in the Company’s Consumer Packaging segment.

On September 8, 2023, the Company completed the acquisition of the remaining 65 % interest in RTS Packaging from joint venture partner WestRock and the acquisition of a paper mill in Chattanooga, Tennessee (the “Chattanooga Mill”) from WestRock for net cash consideration of $ 313,388 .

Eviosys Acquisition

On December 4, 2024, the Company completed the acquisition of all issued and outstanding equity interests in Eviosys from an affiliate of KPS Capital Partners, LP for net cash consideration of $ 3,789,826 .

Eviosys, a global supplier of metal packaging that produces food cans and ends, aerosol cans, metal closures and promotional packaging with a large metal food can manufacturing footprint in the Europe, Middle East, and Africa region, has approximately 6,500 employees in 44 manufacturing facilities across 17 countries.

The Company funded the Eviosys acquisition, including related fees and expenses, with the net proceeds from the registered public offering of senior unsecured notes, borrowings from two term loan facilities, and cash on hand.

See Note 11 for more information.

The financial results of Eviosys are included in the Company’s Consumer Packaging segment.

In order to fund the Eviosys acquisition in euros, the Company entered into foreign currency forward contracts during the month of October 2024 with varying settlement dates to sell USD and buy euro.

Upon settlement of these trades, the Company, a USD functional currency entity, held euro denominated cash balances between the date of settlement and the December 4, 2024 closing date of the acquisition.

Such euro cash balances, being monetary assets, were subject to remeasurement in the intervening period between settlement and December 4, 2024, resulting in the recognition of a $ 113,697 remeasurement loss.

This loss is reflected in “Other (expenses)/income, net” in the Company’s Consolidated Statement of Income for the year ended December 31, 2024.

The majority of the remeasurement loss was non-cash in nature;

however, included in the remeasurement loss are cash payments to counterparties totaling $ 34,414 reflecting the settlement of a tranche of the foreign currency forward contracts.

The Company no longer holds significant euro-denominated cash on its USD functional currency entity that would be subject to future remeasurement gain/loss.

The Company’s preliminary fair values of the assets acquired and liabilities assumed in the acquisition of Eviosys, are as follows:

Preliminary Allocation

Trade accounts receivable $ 300,385

Other receivables 114,634

Inventories 445,945

Prepaid expenses 47,509

Property, plant and equipment 1,057,779

Right of use asset - operating leases 43,566

Other intangible assets 1,967,678

Goodwill 1,285,518

Long-term deferred income taxes 39,023

Other assets 3,330

Payable to suppliers ( 518,766 )

Accrued expenses and other ( 168,529 )

Accrued wages and other compensation ( 41,749 )

Notes payable and current portion of long-term debt ( 76,438 )

Noncurrent operating lease liabilities ( 32,022 )

Pension and other postretirement benefits ( 51,849 )

Deferred income taxes ( 599,941 )

Other long-term liabilities ( 16,714 )

Noncontrolling Interests

Net assets acquired $ 3,789,826

F-15 FORM 10-K SONOCO 2024 ANNUAL REPORT

The preliminary allocation of the purchase price of Eviosys to the tangible and intangible assets acquired and liabilities assumed, as reflected in the table above, is based on the Company’s preliminary allocations of their respective fair values, based on information currently available.

Management is continuing to finalize its valuation of certain assets and liabilities including, but not limited to:

property, plant and equipment;

other intangible assets;

operating leases;

and deferred income taxes, and expects to complete its valuations within one year of the date of acquisition.

Factors comprising goodwill for Eviosys, none of which is expected to be deductible for income tax purposes, include increased access to certain markets and the value of the assembled workforce.

The following table presents the financial results for Eviosys from December 4, 2024, the date of acquisition, through December 31, 2024:

Supplemental Information December 4 to

December 31, 2024

Net sales $ 115,031

The following table presents the Company’s pro forma consolidated results for the years ended December 31, 2024 and December 31, 2023, assuming the acquisition of Eviosys had occurred on January 1, 2023.

This pro forma information is presented for informational purposes only and does not purport to represent the results of operations that would have been achieved if the acquisition had been completed at the beginning of 2023, nor is it necessarily indicative of future consolidated results.

Pro Forma Supplemental Information Years Ended

Consolidated December 31, 2024

December 31, 2023

Net sales $ 7,546,920 $ 8,032,135

Net income from continuing operations

$ 159,926 $ 112,963

Net income attributable to Sonoco 1

$ 255,800 $ 208,436

1 Includes results of discontinued operations

The pro forma information above does not project the Company’s expected results for any future period and gives no effect to any future synergistic benefits that may result from the combination or the costs of integrating the acquired operations with those of the Company.

Pro forma information for the years ended December 31, 2024 and December 31, 2023 includes adjustments to depreciation, amortization, and income taxes based upon the preliminary fair value allocation of the purchase price to Eviosys’ tangible and intangible assets acquired and liabilities assumed as though the acquisition had occurred on January 1, 2023.

Interest expense on the additional debt issued by the Company to fund the acquisition and retention bonuses incurred related to the acquisition are also included in the pro forma information as if the acquisition had occurred on January 1, 2023.

Acquisition-related costs of $ 272,303 include the $ 113,697 remeasurement loss discussed above and charges related to fair value adjustments to acquisition-date inventory.

These costs are excluded from 2024 pro forma net income and are instead reflected in 2023 pro forma net income as though the acquisition had occurred on January 1, 2023.

Other Acquisitions

On June 1, 2024, the Company completed the purchase of a small tube and paper cone manufacturer in Brazil for $ 2,660 .

The financial results of this business are included in the Company’s Industrial Paper Packaging segment.

The Company completed two acquisitions during 2023 at a net cash cost of $ 372,616 .

On December 1, 2023, the Company completed the acquisition of Inapel Embalagens Ltda.

(“Inapel”), a manufacturer of single-layer and multilayer materials for flexible packaging in Brazil, for net consideration of $ 64,390 , including $ 59,228 of cash paid at closing.

During the second quarter of 2024, the Company paid additional consideration in the amount of $ 2,340 and a final net working capital settlement in the amount of $ 489 .

The Company finalized its valuations of the assets acquired and the liabilities assumed in the acquisition of Inapel during 2024.

As Inapel is one of the operations included in the pending sale of TFP, the acquired assets and liabilities are reflected as assets and liabilities of discontinued operations on the Company’s Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023.

Additional obligations to the seller totaling $ 2,333 are expected to be paid during 2025 and are recorded in “Current liabilities of discontinued operations” in the Company’s Consolidated Balance Sheet as of December 31, 2024.

On September 8, 2023, the Company completed the acquisitions of the remaining 65 % ownership interest in RTS Packaging, LLC (“RTS Packaging”) from joint venture partner WestRock Company (“WestRock”) and a paper mill in Chattanooga, Tennessee (the “Chattanooga Mill”) from WestRock for net cash consideration of $ 313,388 .

In December 2023, the Company agreed to a final working capital settlement of $ 452 , which was paid to WestRock in January 2024.

This working capital settlement is reflected in “Accrued expenses and other” in the Company’s Consolidated Balance Sheets as of December 31, 2023.

Prior to completing the acquisitions, the Company held a 35 % ownership interest in the RTS Packaging joint venture, which was formed in 1997, and combined the former protective packaging operations of WestRock and Sonoco to market recycled paperboard to glass container manufacturers and producers of wine, liquor, food, and pharmaceuticals.

With the acquisition of the remaining interest in RTS Packaging and the acquisition of the Chattanooga Mill, the Company added approximately 1,100 employees and fourteen converting operations, including ten in the United States, two in Mexico, and two in South America, and one paper mill in the United States.

The Company funded the acquisitions with borrowings under a new term loan credit facility and cash on hand.

See Note 10 for more information.

The financial results of RTS Packaging and the Chattanooga Mill are included in the Company’s Industrial Paper Packaging segment.

On September 8, 2023, the fair value of the Company’s 35 % interest in RTS Packaging was determined to be $ 59,472 based on the fair value of the remaining 65 % equity interest in RTS Packaging adjusted for the deemed payment of a control premium, and the carrying value of the 35 % interest was $ 8,654 .

The Company recognized a gain of $ 50,818 resulting from this remeasurement to fair value and the reclassification of certain amounts related to the Company’s 35 % interest out of “Accumulated other comprehensive loss,” included foreign currency translation losses of $ 2,033 and losses related to defined benefit pension plans of $ 4,756 .

The Company also recognized a loss of $ 4,372 on the settlement of a contract with unfavorable terms at the time of the acquisition.

The combined net gain of $ 39,657 is reflected in “Other income, net” in the Company’s Consolidated Statements of Income for the year ended December 31, 2023.

Prior to the acquisitions, the Company reported its 35 % interest in the RTS Packaging joint venture using the equity method of accounting.

Subsequent to the acquisitions, the financial results of RTS Packaging and the Chattanooga Mill are accounted for under the acquisition method and their results of operations are included in the Company’s Industrial Paper Packaging segment.

On September 8, 2023, the fair value of the Company’s 35 % ownership interest in RTS Packaging was determined to be $ 59,472 based on the cash consideration exchanged for acquiring the remaining 65 % ownership interest in RTS Packaging adjusted for the deemed payment of a control premium, and the carrying value of the 35 % ownership interest in RTS Packaging was $ 8,654 .

The Company recognized a net gain of $ 44,029 resulting from this remeasurement to fair value and the reclassification of certain amounts related to the Company’s 35 % ownership interest in RTS Packaging out of “Accumulated other comprehensive loss,” including foreign currency translation losses of $ 2,033 and losses related to defined benefit pension plans of $ 4,756 .

The net gain from such remeasurement and reclassification was recorded in “Other income, net” in the Company’s Consolidated Statements of Income for the year ended December 31, 2023.

The Company also recognized a loss of $ 7,086 on the settlement of a contract associated with the Chattanooga Mill.

The contract was determined to have unfavorable terms given market conditions at the time of the acquisition.

This loss is reflected in “Other income, net” in the Company’s Consolidated Statements of Income for the year ended December 31, 2023.

This loss, along with the settlement of a note receivable

F-16 FORM 10-K SONOCO 2024 ANNUAL REPORT

from RTS Packaging held by the Company on the acquisition date, are reflected as components of purchase consideration transferred in connection with these acquisitions.

The following table provides a summary of the purchase consideration (as defined under ASC 805) transferred for the acquisition of the remaining interest in RTS Packaging and the acquisition of the Chattanooga Mill:

5 unchanged sentences

Purchase consideration transferred $ 374,547

F-12 FORM 10-K SONOCO 2023 ANNUAL REPORT

The Company’s preliminary fair values of the assets acquired and liabilities assumed in the acquisition of the remaining interest in RTS Packaging, and the Chattanooga Mill, and Inapel acquisitions, as well as revised preliminary fair values reflecting adjustments made during the measurement period for RTS Packaging and the Chattanooga Mill, are as follows:

RTS and Chattanooga Mill Inapel

Initial Allocation Measurement Period Adjustments Preliminary Allocation Preliminary Allocation

During 2024, the Company finalized its valuations of the assets acquired and liabilities assumed in the acquisitions of the remaining ownership interest in RTS Packaging and the Chattanooga Mill.

As a result, final fair values reflecting adjustments made during the measurement period are as follows:

Initial Allocation Measurement Period Adjustments Final Allocation

Trade accounts receivable $ 17,488 $ — $ 17,488

Other receivables — — — 6,088

Inventories 20,209 ( 947 ) 19,262

15 unchanged sentences

Net assets acquired $ 371,355 $ 3,192 $ 374,547

The preliminary allocations of the purchase price of the remaining interest in RTS Packaging, the Chattanooga Mill, and Inapel to the tangible and intangible assets acquired and liabilities assumed, as reflected in the table above, are based on the Company’s preliminary allocations of their respective fair values, based on information currently available.

Management is continuing to finalize its valuation of certain assets and liabilities including, but not limited to:

property, plant and equipment;

other intangible assets;

and deferred income taxes, and expects to complete its valuations within one year of the respective dates of acquisition.

Goodwill for RTS Packaging and the Chattanooga Mill, of which $ 83,000 is expected to be deductible for income tax purposes, consists of increased manufacturing capacity, access to certain markets, and the capability to support marquee customers in growing markets.

Goodwill for Inapel, none of which is expected to be deductible for income tax purposes, consists of the ability to grow and improve the Company’s existing flexible packaging operation in Brazil.

The Company has accounted for these acquisitions as business combinations under the acquisition method and has included the results of operations of the acquired businesses in the Company’s Consolidated Statements of Income from their respective dates of acquisition.

The Company completed three acquisitions during 2022 at a net cash cost of $ 1,444,618 .

6 unchanged sentences

Tangible assets totaled $ 1,374 , intangible assets totaled $ 3,031 , and Goodwill totaled $ 2,014 .

The Company paid $ 3,933 at closing and recorded a deferred payment obligation totaling $ 2,486 in “Other liabilities” on the Company’s Consolidated Balance Sheets.

The Company paid $ 3,933 at closing and recorded a deferred payment obligation totaling $ 2,486 in “Other liabilities” in the Company’s Consolidated Balance Sheets.

The deferred payment obligation is expected to be paid by the end of 2028.

2 unchanged sentences

Metal Packaging consists of eight manufacturing plants in the United States and a headquarters facility in Broomfield, Colorado.

Factors comprising goodwill at Metal Packaging include increased access to certain markets as well as the value of the assembled workforce.

During 2023, the Company finalized its valuations of the assets acquired and the liabilities assumed in the Metal Packaging, Skjern, and Nordeste acquisitions.

As a result, the following measurement period adjustments were made to the previously disclosed preliminary fair values of assets acquired and liabilities assumed during the year ended December 31, 2023.

F-17 FORM 10-K SONOCO 2024 ANNUAL REPORT

Measurement Period Adjustments for the year ended December 31, 2023 Metal Packaging Skjern Nordeste

Other receivables $ — $ — $ ( 186 )

Inventories ( 73 ) 14 ( 38 )

Property, plant and equipment ( 247 ) 4,921 494

Other intangible assets — ( 3,488 ) 3,031

Goodwill 439 3,135 ( 3,400 )

Accrued expenses and other ( 119 ) ( 203 ) —

Taxes Payable — ( 3,416 ) —

Additional cash consideration $ — $ 963 $ ( 99 )

The Company accounted for all 2022 acquisitions as business combinations under the acquisition method and has included the results of operations of the acquired businesses in the Company’s Consolidated Statements of Income from the respective dates of acquisition.

Financial results for Metal Packaging are included in the Company’s Consumer Packaging Segment, and financial results for Nordeste and Skjern are included in the Industrial Paper Packaging segment.

Except for the Metal Packaging acquisition, the Company does not believe that the results of the businesses acquired in 2023, 2022, and 2021 were material to the years presented, individually or in the aggregate, and are therefore not subject to the requirements to provide supplemental pro-forma information.

Except for the Eviosys and Metal Packaging acquisitions, the Company does not believe that the results of the businesses acquired in 2024, 2023, and 2022 were material to the years presented, individually or in the aggregate, and are therefore not subject to the requirements to provide supplemental pro-forma information.

The following table presents the financial results for Metal Packaging from the date of acquisition through December 31, 2022:

3 unchanged sentences

Net income $ 62,777

The following table presents the Company’s pro forma consolidated results for the years ended December 31, 2022 and December 31, 2021, assuming the acquisition of Metal Packaging had occurred on January 1, 2021.

The following table presents the Company’s pro forma consolidated results for the year ended December 31, 2022, assuming the acquisition of Metal Packaging had occurred on January 1, 2021.

This pro forma information is presented for informational purposes only and does not purport to represent the results of operations that would have been achieved if the acquisition had been completed at the beginning of 2021, nor is it necessarily indicative of future consolidated results.

Pro Forma Supplemental Information Years Ended

Consolidated December 31, 2022 December 31, 2021

Pro Forma Supplemental Information Year Ended

Consolidated December 31, 2022

Net sales $ 5,908,915

Net income/(loss) attributable to Sonoco $ 528,818 $ ( 145,570 )

Net income from continuing operations

Net income attributable to Sonoco 1

1 Includes results of discontinued operations

Pro forma information for the years ended December 31, 2022 and December 31, 2021 includes adjustments to depreciation, amortization, and income taxes based upon the final fair value allocation of the purchase price to Metal Packaging’s tangible and intangible assets acquired and liabilities assumed as though the acquisition had occurred on January 1, 2021.

Pro forma information for the year ended December 31, 2022 includes adjustments to depreciation, amortization, and income taxes based upon the final fair value allocation of the purchase price to Metal Packaging’s tangible and intangible assets acquired and liabilities assumed as though the acquisition had occurred on January 1, 2021.

Acquisition-related costs of $ 28,171 and charges related to fair value adjustments to acquisition-date inventory of $ 33,155 were recognized during 2022.

These costs are excluded from 2022 pro forma net income and are instead reflected in 2021 pro forma net income as though the acquisition had occurred on January 1, 2021.

The Company completed four acquisitions during 2021 at a net cash cost of $ 20,697 .

On December 30, 2021, the Company completed the acquisition of a recycling facility from American Recycling of Western North Carolina, LLC, a privately held company, for total cash consideration of $ 6,267 .

The facility, located in Asheville, North Carolina, primarily services western North Carolina and upstate South Carolina for the processing of recycled materials.

On November 8, 2021, the Company completed the acquisition of D&W Paper Tube Inc., a privately owned manufacturer of paper tubes and cardboard cores, serving the carpet and textile industries and consisting of two manufacturing facilities in Chatsworth, Georgia, for total cash consideration of $ 12,787 .

The Company also completed two smaller acquisitions earlier in 2021.

These included Allied Packaging on August 3, 2021, a manufacturer of paper packaging and related manufacturing equipment, consisting of a single manufacturing facility in Sydney, Australia, for total cash consideration of $ 802 , and TuboTec on March 8, 2021, a small tube and core operation in Brazil, for total cash consideration of $ 841 .

The financial results for each of these acquisitions are included in the Company’s Industrial Paper Packaging segment from the respective date acquired.

F-14 FORM 10-K SONOCO 2023 ANNUAL REPORT

These costs are excluded from 2022 pro forma net income and are instead reflected in the previously disclosed 2021 pro forma net income as though the acquisition had occurred on January 1, 2021.

Divestiture of Businesses

On December 18, 2024, the Company announced that it had entered into an agreement to sell TFP to Toppan for approximately $ 1,800,000 on a cash-free and debt-free basis and subject to customary adjustments.

The sale is subject to customary closing conditions, including regulatory approvals, and is expected to close in the first half of 2025.

See Notes 1 and 2 for additional information.

In November 2024, the Company completed the sale of two production facilities in China, both of which were part of the Company’s Industrial Paper Packaging segment, for $ 302 .

As a result of the sale, the Company reclassified $ 590 of cumulative translation losses from Accumulated Other Comprehensive Loss and recognized a loss of $ 25,607 , which is included in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.

On April 1, 2024, the Company completed the sale of its Protective Solutions business (“Protexic”), part of the All Other group of businesses, to Black Diamond Capital Management, LLC (“Black Diamond”) for cash proceeds of $ 80,267 at closing.

Upon final settlement of working capital in the third quarter of 2024, the Company paid Black Diamond $ 1,805 .

This business provided foam components and integrated material solutions for various industrial end markets.

This sale was the result of the Company’s continuing evaluation of its business portfolio and is consistent with the Company’s strategic and investment priorities.

In connection with the Protexic divestiture, the Company wrote off net assets totaling $ 74,644 , including $ 16,559 of allocated goodwill and reclassified $ 2,913 of cumulative translation adjustment losses from Accumulated Other Comprehensive Loss, resulting in a net pretax gain of $ 905 , which is included in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.

The Company used the majority of the cash proceeds from the sale to pay down debt.

On July 1, 2023, the Company completed the sale of its U.S.

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BulkSak Holdings, LLC.

The cash selling price, as adjusted for the final working capital settlement, was $ 20,271 with cash proceeds totaling $ 18,271 received in 2023, and the remaining $ 2,000 held in escrow to be released to the Company within 18 months from the date of the sale, pursuant to the settlement of any indemnity claims.

The cash selling price, as adjusted for the final working capital settlement, was $ 20,271 with cash proceeds totaling $ 18,271 received in 2023, and the remaining $ 2,000 held in escrow to be released to the Company within eighteen months from the date of the sale, pursuant to the settlement of any indemnity claims.

The escrow balance of $ 2,000 is reflected in “Other receivables” in the Company’s Consolidated Balance Sheet as of December 31, 2024.

As a result of the U.S.

BulkSak divestiture, the Company wrote off net assets totaling $ 13,437 , including $ 3,333 of allocated goodwill, and recognized a pretax gain of $ 6,834 which is included in “Gain/(Loss) on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.

The escrow balance of $ 2,000 is reflected as a long-term receivable in “Other assets” on the Company’s Consolidated Balance Sheets as of December 31, 2023.

BulkSak divestiture, the Company wrote off net assets totaling $ 13,437 , including $ 3,333 of allocated goodwill, and recognized a total pretax gain of $ 6,834 upon completion of the sale.

The gain, of which $ 7,371 was recognized in the second quarter of 2023, as reflected in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income, was reduced by $ 537 in the third quarter of 2023 upon the final working capital settlement.

Also on July 1, 2023, the Company agreed to the sale of its Mexico BulkSak business.

The sale closed in December 2023 for a cash selling price, as adjusted for working capital, of $ 1,096 .

As a result of the Mexico BulkSak sale, the Company recognized a pretax gain of $ 85 which is included in “Gain/(Loss) on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.

On January 26, 2023, the Company completed the sale of its S3 business, a provider of customized waste and recycling management programs and part of the Company’s Industrial Paper Packaging segment, to Northstar, for total cash proceeds of $ 13,839 .

An additional $ 1,500 of proceeds are being held in escrow and will be released to the Company, pursuant to any indemnification claims, twenty months following the date of the divestiture.

The Company wrote off net assets totaling $ 4,274 as part of the divestiture of the business, including $ 3,042 of allocated goodwill, and recognized a pretax gain of $ 11,065 during the first quarter of 2023, which is included in “Gain/(Loss) on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.

The escrow balance is reflected as a long-term receivable in “Other assets” on the Company’s Consolidated Balance Sheets as of December 31, 2023.

The Company is also entitled to receive additional proceeds of $ 3,200 in the second quarter of 2024 if certain conditions are met.

This contingent consideration will be recognized as an additional gain on the sale at the point the contingencies are resolved.

As a result of the Mexico BulkSak sale, the Company recognized a pretax gain of $ 85 which is included in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.

F-18 FORM 10-K SONOCO 2024 ANNUAL REPORT

The Company received cash proceeds of $ 13,839 at closing.

An additional $ 1,500 of cash proceeds were released to the Company from escrow in September 2024.

In the second quarter of 2024, upon resolution of certain contingencies, the Company received cash proceeds and recognized an additional pretax gain of $ 1,250 on the sale.

These gains are included in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income for their respective periods.

On January 26, 2023, in connection with the sale of the S3 business, the Company acquired a 2.7 % equity interest in Northstar valued at $ 5,000 .

This investment is being accounted for under the measurement alternative (i.e., cost less impairment, adjusted for any qualifying observable price changes).

The divestitures of the S3 and BulkSak businesses did not represent a strategic shift for the Company or have a major effect on its operations or financial results.

This Company sold its equity interest in Northstar on December 23, 2024 for cash proceeds of $ 8,630 .

The resulting pretax gain of $ 3,630 is included in “Other (expenses)/income, net” in the Company’s Consolidated Statements of Income for the year ended December 31, 2024.

The divestitures of the two production facilities in China, Protexic, S3, and BulkSak businesses did not represent a strategic shift for the Company or have a major effect on its operations or financial results.

Consequently, these sales did not meet the criteria for reporting as discontinued operations.

The cash proceeds from the sales were used for general corporate purposes.

On April 4, 2021, the Company completed the sale of its U.S.

display and packaging business, part of the All Other group of businesses, to Hood Container Corporation.

This business provided design, manufacturing and fulfillment of point-of-purchase displays, as well as contract packaging services, for consumer product customers and had approximately 450 employees across eight manufacturing and fulfillment facilities and four sales and design centers.

The Company received net cash proceeds of $ 81,675 from the sale, wrote off net assets totaling $ 84,434 , and recognized a loss on the divestiture of $ 2,759 , before tax.

On September 30, 2021, the Company completed the sale of its Plastics-Food thermoforming operation in Wilson, North Carolina to Placon for net cash proceeds of $ 3,528 , resulting in the recognition of a gain on the sale of $ 92 , before tax.

These 2021 divestitures did not meet the criteria for reporting as discontinued operations.

The Company continually assesses its operational footprint as well as its overall portfolio of businesses and may consider the divestiture of plants and/or business units it considers to be suboptimal or nonstrategic.

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Accordingly, on March 29, 2023, the Company sold its timberland properties, consisting of approximately 55,000 acres, to Manulife Investment Management for net cash proceeds of $ 70,802 .

The Company disposed of assets with a net book value of $ 9,857 as part of the sale, and recognized a pretax gain from the sale of these assets of $ 60,945 during the year ended December 31, 2023, which is included in “ Gain/(Loss) on divestiture of business and other assets ” in the Company’s Consolidated Statements of Income.

The Company disposed of assets with a net book value of $ 9,857 as part of the sale and recognized a pretax gain from the sale of these assets of $ 60,945 during the year ended December 31, 2023, which is included in “(Loss)/Gain on divestiture of business and other assets ” in the Company’s Consolidated Statements of Income.

Additional Ownership Investment

During the second quarter of 2024, the Company increased its ownership investment in a small South Carolina-based designer and manufacturer of sustainable protective packaging solutions from 20.5 % to 39.9 %.

The Company acquired its initial ownership interest in June 2022.

The preferred stock investment increased by $ 18,512 during the second quarter of 2024, which included a $ 10,000 cash payment, a $ 5,400 remeasurement of the fair value of the existing investment, and a $ 2,500 conversion of the carrying value of the outstanding convertible notes into a preferred series stock investment, which yielded a $ 467 fair value increase and a $ 145 increase for interest income earned.

The outstanding investment of $ 21,212 as of December 31, 2024 is included within “Other assets” in the Company’s Consolidated Balance Sheet.

The remeasurement of the carrying value of the existing investment to fair value during the second quarter of 2024 resulted in a gain of $ 5,867 and interest income of $ 145 , which are included in “Other (expenses)/income, net” and “Interest income,” respectively, in the Company’s Consolidated Statements of Income.

Acquisition, Integration, and Divestiture-Related Costs

Acquisition, integration, and divestiture-related costs of $ 26,254 , $ 70,210 , and $ 17,722 were incurred in 2023, 2022 and 2021, respectively.

Acquisition, integration, and divestiture-related costs from continuing operations of $ 125,169 , $ 24,624 , and $ 70,210 were incurred in 2024, 2023 and 2022, respectively.

The majority of costs incurred in 2024 related to the acquisition of Eviosys.

These costs include legal and professional fees, investment banking fees, representation and warranty insurance premiums, as well as employee-related and other integration activity costs, that are included in “Selling, general and administrative expenses” in the Company’s Consolidated Statements of Income.

The costs incurred in 2024, 2023, and 2022 also include fair value adjustments to acquisition-date inventory totaling $ 5,806 , $ 5,227 , and $ 33,155 , respectively, that are included in “Cost of sales” in the Company’s Consolidated Statements of Income.

The costs incurred in 2024 also include losses on treasury lock derivative instruments and amortization of financing fees related to debt instruments associated with the financing of the Eviosys acquisition totaling $ 33,569 that are included in “Interest expense” in the Company’s Consolidated Statements of Income.

Restructuring and asset impairment

Due to its geographic footprint and the cost-competitive nature of its businesses, the Company is continually seeking more cost-effective means and structures to serve its customers and to respond to fundamental changes in its markets.

As such, restructuring costs have been, and are expected to be, a recurring component of the Company’s operating costs.

As such, plant closures in connection with footprint rationalization and headcount reductions are an important component of the Company’s cost control initiatives.

The amount of these costs can vary significantly from quarter to quarter and from year to year depending upon the scope, nature, and location of the restructuring activities.

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“Restructuring and restructuring-related asset impairment charges” and “Other asset impairments” are included in “Restructuring/Asset impairment charges” in the Consolidated Statements of Income.

The following table sets forth the activity in the restructuring accrual included in “Accrued expenses and other” on the Company’s Consolidated Balance Sheets:

The following table sets forth the activity in the restructuring accrual included in “Accrued expenses and other” in the Company’s Consolidated Balance Sheets:

Accrual Activity Severance

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Liability, December 31, 2023

$ 8,864 $ — $ 272 $ 9,136

2024 charges 37,307 15,719 12,344 65,370

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Liability, December 31, 2024

“Severance and Termination Benefits” in 2023 include the cost of severance for approximately 300 employees whose positions were eliminated in conjunction with the Company’s ongoing organizational effectiveness efforts a nd severance related to the following plant closures:

$ 24,034 $ — $ 909 $ 24,943

“Severance and Termination Benefits” in 2024 includes the cost of severance for approximately 300 employees whose positions were eliminated in conjunction with the Company’s ongoing organizational effectiveness efforts, including the relocation of certain facilities in Greece and Germany, and severance related to the closures of paper mills in Sumner, Washington (the “Sumner Mill”) and Kilkis, Greece (the “Kilkis Mill”), the closures of two small industrial converted products facilities in China, and the closure of an industrial converted products facility in Mississauga, Canada, all part of the Industrial Paper Packaging segment.

“Severance and Termination Benefits” in 2023 include the cost of severance for approximately 200 employees whose positions were eliminated in conjunction with the Company’s ongoing organizational effectiveness efforts and severance related to the following plant closures:

paper mills in Hutchinson, Kansas and Indonesia, part of the Industrial Paper Packaging segment;

a metal packaging facility and a perimeter-of-the-store facility in the United States, both part of the Consumer Packaging segment;

medical plastics facilities in the United States and United Kingdom, part of the All Other group of businesses;

a metal packaging facility in the United States, part of the Consumer Packaging segment;

and severance related to the closures of several smaller operations.

“Severance and Termination Benefits” in 2022 include the cost of severance provided to employees terminated as the result of various plant closures, and for approximately 180 employees whose positions were eliminated in conjunction with the Company's ongoing organizational effectiveness efforts.

“Asset Impairment/Disposal of Assets” in 2023 consist primarily of asset impairment charges related to the closure of a paper mill in Hutchinson, Kansas and a metal packaging facility in the United States, and medical plastics facilities in the United States and United Kingdom.

These charges were partially offset by gains from the sale of previously impaired assets and a closed perimeter-of-the-store facility, part of the Consumer Packaging segment.

“Asset Impairment/Disposal of Assets” in 2022 consist primarily of asset impairment charges related to plant closures in the Industrial Paper Packaging and Consumer Packaging segments, including asset impairment charges of $ 3,620 related to Project Horizon.

These charges were partially offset by gains from the sale of previously impaired assets and closed facilities in the Consumer Packaging segment and the “All Other” group of businesses.

Cash proceeds in 2022 relate to the sales of these assets and facilities, including the partial sale of a previously closed paper mill in Canada, part of the Industrial Paper Packaging segment.

“Asset Impairment/Disposal of Assets” in 2024 consist primarily of asset impairment charges related to the closures of the Sumner Mill and the Kilkis Mill, both part of the Industrial Paper Packaging segment, and the exit of a small metal canning lid business within Metal Packaging, part of the Consumer Packaging segment.

These charges were partially offset by gains from the sales of previously closed facilities that were part of the Industrial Paper Packaging and Consumer Packaging segments.

“Asset Impairment/Disposal of Assets” in 2023 consist primarily of asset impairment charges related to the closure of a paper mill in Hutchinson, Kansas, part of the Industrial Paper Packaging segment, and a metal packaging facility in the United States, part of the Consumer Packaging segment.

These charges were partially offset by gains from the sale of previou sly impaired assets.

“Other Costs” in 2024 consist primarily of equipment removal, utilities, plant security, property taxes, insurance and environmental remediation costs related to the closure of the Sumner Mill, and ongoing facility carrying costs of previously announced plant closures .

“Other Costs” in 2023 consist primarily of costs related to plant closures including equipment removal, utilities, plant security, property taxes and insurance.

In 2022, “Other Costs” consist primarily of consulting services and costs related to plant closures including equipment removal, utilities, plant security, property taxes and insurance.

The Company expects to pay the majority of the remaining restructuring reserves by the end of 202 5 using cash generated from operations.

The Company also expects to recognize future additional charges totaling approximately $ 2,300 in connection with ongoing consulting services and previously announced restructuring actions and believes that the majority of these charges will be incurred and paid by the end of 2024.

The Company also expects to recognize future additional charges totaling approximately $ 3,000 in connection with previously announced restructuring actions and believes that the majority of these charges will be incurred and paid by the end of 2025.

The Company continually evaluates its cost structure, including its manufacturing capacity, and additional restructuring actions are likely to be undertaken.

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Other Asset Impairments

The Company recognized other asset impairment charges totaling $ 10,095 for the year ended December 31, 2022.

As a result of exiting our operations in Russia, consisting of two small tube and core plants in the Industrial Paper Packaging segment, other asset impairment charges of $ 9,165 were recognized for the year ended December 31, 2022.

These charges include $ 3,747 of cumulative translation adjustment losses that were reclassified from accumulated other comprehensive income upon completion of the Company's exit from Russia on July 1, 2022.

Total other asset impairment charges for the year ended December 31, 2022 also include $ 930 of fixed asset impairments in the Company’s plastics foods operations, part of the Consumer Packaging segment.

These assets were determined to be impaired as the value of their projected undiscounted cash flows was no longer sufficient to recover their carrying value.

The Company recognized other asset impairment charges totaling $ 10,095 for the year ended December 31, 2022, as a result of exiting our operations in Russia, consisting of two small tube and core plants in the Industrial Paper Packaging segment.

These charges include $ 3,747 of cumulative translation losses that were reclassified from accumulated other comprehensive income upon completion of the Company's exit from Russia on July 1, 2022.

These impairment charges are included in “Restructuring/Asset impairment charges” in the Company’s Consolidated Statements of Income.

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Under this system, the bank balance is zero at the end of each day, while the book balance is usually a negative amount due to reconciling items such as outstanding checks.

At December 31, 2023 and 2022, outstanding checks totaling $ 24,638 and $ 17,986 , respectively, were included in “Payable to suppliers” on the Company’s Consolidated Balance Sheets.

In addition, outstanding payroll checks of $ 0 and $ 244 as of December 31, 2023 and 2022, respectively, were included in “Accrued wages and other compensation” on the Company’s Consolidated Balance Sheets.

At December 31, 2024 and 2023, outstanding checks totaling $ 15,799 and $ 24,638 , respectively, were included in “Payable to suppliers” in the Company’s Consolidated Balance Sheets.

In addition, outstanding payroll checks of $ 162 and $ 0 as of December 31, 2024 and 2023, respectively, were included in “Accrued wages and other compensation” in the Company’s Consolidated Balance Sheets.

Changes in these book cash overdrafts are reported as cash flows from financing activities.

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Land $ 314,278 $ 123,438

Timber resources — 42,202

Buildings 967,237 660,001

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The Company’s leases do not have any significant residual value guarantees or restrictive covenants.

The Company completed the acquisition of the remaining interest in RTS Packaging and the acquisition of the Chattanooga Mill on September 8, 2023.

The Company completed the Eviosys acquisition on December 4, 2024.

The acquisition included operating lease liabilities of $ 42,468 with a weighted-average remaining lease maturity term and discount rate of 8.1 years and 4.5 %, respectively.

The Company completed the acquisition of Metal Packaging on January 26, 2022.

The acquisition involved the assumption of operating and finance lease assets and liabilities.

The acquired operating lease liabilities of $ 33,910 had a weighted-average remaining lease maturity term and discount rate of 11.0 years and 2.8 %, respectively, and the acquired finance lease liabilities of $ 46,687 had a weighted-average remaining lease maturity term and discount rate of 3.8 years and 7.5 %, respectively, as of the date of acquisition.

For additional information about these acquisitions, please see Note 3.

The Company completed the acquisitions of the Chattanooga Mill and the remaining interest in RTS Packaging on September 8, 2023, which included operating lease liabilities of $ 34,604 with a weighted-average remaining lease maturity term and discount rate of 11.5 years and 6.4 %, respectively.

See Note 4 for additional information about these acquisitions.

F-21 FORM 10-K SONOCO 2024 ANNUAL REPORT

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$ 543,598 $ 506,406 $ 248,007 $ 1,298,011

1,285,518 — — 1,285,518

Divestitures — — ( 16,559 ) ( 16,559 )

Measurement period adjustments 439 14,644 — 15,083

Foreign currency translation ( 21,145 ) ( 19,770 ) ( 398 ) ( 41,313 )

Balance as of December 31, 2024

Goodwill activity reflected under the caption “Acquisitions” relates to the September 8, 2023 acquisitions of the remaining interest in RTS Packaging and the Chattanooga Mill and the December 1, 2023 acquisition of Inapel.

Goodwill activity reflected under the caption “Divestitures” relates to the sales of the Company’s S3 business on January 26, 2023 and the U.S.

BulkSak business on July 1, 2023.

Goodwill activity reflected under the caption “Measurement period adjustments” relates to the current year acquisitions of the remaining interest in RTS Packaging and the Chattanooga Mill, as well as the prior year acquisitions of Metal Packaging, Skjern and Nordeste .

$ 1,807,971 $ 486,636 $ 231,050 $ 2,525,657

Goodwill activity reflected under the caption “Acquisitions” relates to the December 2024 acquisition of Eviosys, and goodwill activity reflected under the caption “Divestitures” relates to the April 2024 divestiture of Protexic.

See Note 4 for additional information.

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Based on its assessments, the Company concluded that there was no impairment of goodwill for any of its reporting units.

Although no reporting units failed the annual impairment test, in management’s opinion the goodwill balance of the Plastics-Medical reporting unit, previously known as Plastics-Healthcare, is at risk of impairment in the near term if the reporting unit’s operations do not perform in line with management’s expectations, or if there is a negative change in the long-term outlook for the business or in other factors such as the discount rate.

Although no reporting units failed the annual impairment test, in management’s opinion, the goodwill balances of the Plastics-Medical, Plastics-Food, and Metal Packaging reporting units are individually at risk of impairment in the near term if each reporting unit’s operation does not perform in line with management’s expectations, or if there is a negative change in the long-term financial outlook for each reporting unit or in other factors such as the particular discount rates used.

Both the Plastics-Medical and Plastics-Food reporting units are part of the Company’s Thermoformed and Flexibles Packaging business and are included in the pending sale of TFP to Toppan.

See Notes 1 and 2 for additional information.

In the case of Metal Packaging, t he lower differential between the fair value and carrying value of the reporting unit is due to the acquisition of Ball Metalpack Holding, LLC in 2022, at which time the majority of assets and liabilities acquired were recorded at fair value.

The total goodwill associated with the Plastics-Medical and Plastics-Food reporting units at December 31, 2024 was $ 63,575 and $ 198,807 , respectively, and are reflected in “Non-current assets of discontinued operations” in the Company’s Consolidated Balance Sheets.

The total goodwill associated with the Metal Packaging reporting unit at December 31, 2024 was $ 384,315 and is reflected in “Goodwill” in the Company’s Consolidated Balance Sheets.

F-23 FORM 10-K SONOCO 2024 ANNUAL REPORT

In the annual goodwill impairment analysis completed during the third quarter of 2023, projected future cash flows for the Plastics-Medical reporting unit were discounted at 12.0 % and its estimated fair value was determined to exceed its carrying values by approximately 29.9 %.

Based on the discounted cash flow model and holding other valuation assumptions constant, the discount rate for this reporting unit would have to be increased to 14.5 % in order for the estimated fair value of the reporting unit to fall below its carrying value.

Total goodwill associated with the Plastics-Medical reporting unit was $ 64,212 at December 31, 2023.

In the annual goodwill impairment analysis completed during the third quarter of 2024, projected future cash flows for the Plastics-Medical, Plastics-Food, and Metal Packaging reporting units were discounted at 11.5 %, 10.5 %, and 11.0 %, respectively, and their estimated fair values were determined to exceed their individual carrying values by approximately 18.7 %, 18.9 %, and 12.6 %, respectively.

Based on the discounted cash flow model and holding other valuation assumptions constant, the discount rates for the Plastics-Medical, Plastics-Food and Metal Packaging reporting units would have to increase to 13.8 %, 12.4 %, and 12.1 %, respectively, in order for the estimated fair values of the reporting units to fall below their carrying values.

During the time subsequent to the annual evaluation, and at December 31, 2024, the Company considered whether any events and/or changes in circumstances had resulted in the likelihood that the goodwill of any of its reporting units may have been impaired.

It is management’s opinion that no such events have occurred.

It is management’s opinion that no such events and/or changes in circumstances have occurred.

Other intangible assets

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Other 2,339 6,206

Other Intangible Assets, Gross $ 1,417,602 $ 1,220,196

Total Other Intangible Assets, Gross $ 2,976,211 $ 1,101,018

Accumulated Amortization:

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Other ( 1,436 ) ( 2,211 )

Accumulated Amortization $ ( 563,932 ) $ ( 478,598 )

Total Accumulated Amortization $ ( 389,513 ) $ ( 374,461 )

Other Intangible Assets, Net $ 2,586,698 $ 726,557

The acquisition of the remaining interest in RTS Packaging and the acquisition of the Chattanooga Mill on September 8, 2023, and the December 1, 2023 acquisition of Inapel, resulted in the addition of $ 199,217 of intangible assets, primarily related to customer lists.

The acquisition of Eviosys in December 2024 resulted in the addition of $ 1,967,678 of intangible assets, primarily related to customer lists.

These intangibles will be amortized over an average useful life of 18.9 years.

The fair values of intangible assets associated with these acquisitions were determined using an income valuation approach.

The fair values of intangible assets associated with this acquisition were determined using an income valuation approach.

“Total Other Intangibles Assets, gross” and “Total Accumulated Amortization” were both reduced by $ 54,860 during the year ended December 31, 2024 as a result of the divestiture of Protexic in April 2024.

These fully amortized intangible assets consisted primarily of customer lists.

See Note 4 for additional information.

Other intangible assets are amortized using the straight-line method over their respective useful lives when management determines that the straight-line method approximates the pattern of consumption of the respective intangible assets or in relation to the asset’s specific pattern of consumption if management determines that the straight-line method does not provide a fair approximation of the consumption of benefits.

These lives generally range from three to forty years .

The Company has no intangible assets with indefinite lives.

Aggregate amortization expense on intangible assets was $ 78,595 , $ 67,323 , and $ 60,263 for the years ended December 31, 2024, 2023, and 2022, respectively.

Amortization expense on intangible assets is expected to approximate $ 88,200 in 2024, $ 79,200 in 2025, $ 75,300 in 2026, $ 73,900 in 2027 and $ 73,100 in 2028 based on intangible assets as of December 31, 2023.

Amortization expense on other intangible assets is expected to approximate $ 173,400 in 2025, $ 171,600 in 2026, $ 170,300 in 2027, $ 169,700 in 2028 and $ 167,200 in 2029 based on intangible assets as of December 31, 2024.

Supply chain financing

The following table sets forth the balance sheet location and values of the obligations of the Company under its SCF Programs at December 31, 2023 and December 31, 2022:

Balance Sheet Line Item December 31, 2023 December 31, 2022

Payable to suppliers (a)

$ 35,847 $ 52,415

Notes payable and current portion of long-term debt (b)

(a) The net payment of these obligations is included in “Net cash provided by operating activities” in the Company’s Consolidated Statements of Cash Flows.

(b) The net payment of these obligations is included in “Net cash provided/(used) by financing activities” in the Company’s Consolidated Statements of Cash Flows .

The following table sets forth the balance sheet location and rollforward of the Company’s outstanding obligations confirmed under its SCF Programs for the year ended December 31, 2024:

Balance Sheet Location December 31, 2024

Confirmed obligations outstanding at the beginning of the year Payable to suppliers $ 24,779

Invoices confirmed during the year (a) (b)

Confirmed invoices paid during the year (b)

Confirmed obligations outstanding at the end of the year Payable to suppliers $ 28,496

(a) Includes $ 7,547 of obligations under SCF programs acquired in the acquisition of Eviosys on December 4, 2024.

(b) The net payment of these obligations, exclusive of the $ 7,547 of obligations acquired in the acquisition of Eviosys, is included in “Net cash provided by operating activities” in the Company’s Consolidated Statements of Cash Flows.

F-24 FORM 10-K SONOCO 2024 ANNUAL REPORT

Details of the Company’s debt at December 31 were as follows:

364-Day term loan due December 2025 $ 1,493,568 $ —

Term loan due December 2026 698,167 —

Syndicated term loan due August 2028 497,674 572,025

Syndicated term loan due January 2025 — 299,644

Syndicated term loan due December 2023 — 399,246

1.80 % notes due February 2025

399,933 399,149

2.25 % notes due February 2027

298,421 297,910

4.450 % notes due September 2026

2.25 % notes due February 2027

298,930 298,421

4.600 % notes due September 2029

3.125 % notes due May 2030

596,958 596,480

2.85 % notes due February 2032

496,302 495,785

5.000 % notes due September 2034

5.75 % notes due November 2040

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Long-term debt $ 4,985,496 $ 2,998,002

On August 7, 2023, the Company entered into a credit agreement with a consortium of Farm Credit System institutions and CoBank, ACB, as Administrative Agent (the “Term Loan Agreement”).

The Term Loan Agreement provides the Company with the ability to borrow up to $ 900,000 on an unsecured basis (the “Term Loan Facility”).

A total of $ 600,000 was drawn from the Term Loan Facility on August 7, 2023 and used to repay the syndicated term loans that were due in December 2023 and January 2025, and to make certain capital expenditures and reimburse the Company for certain capital expenditures it had made in its operation of waste disposal facilities in rural areas.

An additional $ 270,000 was drawn from the Term Loan Facility on September 8, 2023 and used to partially fund the acquisition of the remaining interest in RTS Packaging and the acquisition of the Chattanooga Mill (see Note 3 for more information).

Borrowings under the Term Loan Facility, net of any prepayments, will become payable in full on August 7, 2028.

As of December 31, 2023, the Company had repaid a total of $ 295,000 of the amounts drawn under the Term Loan Facility.

Borrowings under the Term Loan Facility bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) the forward-looking SOFR term rate (“Term SOFR” and such borrowings, “Term SOFR Loans”), (ii) a base rate set forth in the Term Loan Agreement, or (iii) a combination thereof, plus, in each case, an applicable margin calculated based on the Company’s credit ratings and, in the of case of Term SOFR Loans, a SOFR Adjustment (as defined in the Term Loan Agreement) of 0.1 %.

The Company has designated its borrowings under the Term Loan Facility as Term SOFR Loans.

The margin currently applicable to Term SOFR Loans based on the Company’s credit ratings, together with the SOFR Adjustment, is 1.90 %.

If Term SOFR ceases to be available, the benchmark rate shall switch to Daily Simple SOFR (as defined in the Term Loan Agreement).

There is no required amortization under the Term Loan Facility, and voluntary prepayments are permissible without penalty, subject to certain conditions pertaining to minimum notice and minimum prepayment and reduction amounts as described in the Term Loan Agreement.

The Term Loan Agreement contains various customary representations and warranties and affirmative and negative covenants, as more fully described in the Term Loan Agreement.

The Term Loan Agreement also contains various customary events of default (subject to grace periods, as applicable) including, among others:

On July 12, 2024, the Company entered into a credit agreement with the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent which provides the Company with the ability to borrow up to $ 700,000 on an unsecured basis (the “Term Loan Facility”) to finance a portion of the cash consideration for the Company’s acquisition of Eviosys.

The Company drew down the entire Term Loan Facility on December 2, 2024 in connection with the consummation of the Eviosys acquisition on December 4, 2024.

Borrowings under the Term Loan Facility, net of any prepayments, will become payable in full on December 2, 2026 and will bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) the forward-looking Secured Overnight Financing Rate term rate (such borrowings, “Term SOFR Loans”), (ii) a base rate, or (iii) a combination thereof, plus, in each case, an applicable margin calculated based on the Company’s credit ratings and, in the case of Term SOFR Loans, an adjustment of 10 basis points.

On September 16, 2024, the Company entered into a credit agreement with the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent which provides the Company with the ability to borrow up to $ 1,500,000 on an unsecured basis (the “ 364 -Day Term Loan Facility”) to finance a portion of the cash consideration for the Company’s acquisition of Eviosys.

The Company drew down the entire 364 -Day Term Loan Facility on December 2, 2024 in connection with the consummation of the Eviosys acquisition on December 4, 2024.

Borrowings under the 364 -Day Term Loan Facility, net of any prepayments, will become payable in full on December 1, 2025 and will bear interest under the same terms as the Term Loan Facility.

On September 19, 2024, the Company completed a registered public offering of senior unsecured notes (the “Notes”) in a combined aggregate principal amount of $ 1,800,000 .

The Notes consisted of the following:

Principal Amount Issuance Costs and Discounts Net Proceeds Interest Rate Maturity

2026 Notes $ 500,000 ( 3,697 ) $ 496,303 4.450 % September 1, 2026

2029 Notes 600,000 ( 5,851 ) 594,149 4.600 % September 1, 2029

2034 Notes 700,000 ( 10,542 ) 689,458 5.000 % September 1, 2034

Total $ 1,800,000 $ ( 20,090 ) $ 1,779,910

The Company used the net proceeds from the Notes, together with the borrowings under the Term Loan Facility and 364 -Day Term Loan Facility and cash on hand to fund the cash consideration payable by the Company in connection with the Eviosys acquisition and to pay related fees and expenses.

See Note 4 for more information.

Included in “Other foreign denominated debt” at December 31, 2024 is $ 73,487 of transfers of certain trade receivables of Eviosys to third-party financial institutions for which the requirements to be accounted for as true sale in accordance with the guidance under ASC 860 were not met.

In conjunction with the announcement of the acquisition of Eviosys, the Company entered into a commitment letter with certain financial institutions that provided for a 364 -day senior unsecured bridge term loan facility (the “Bridge Loan Facility”) on June 22, 2024 in an aggregate amount of up to $ 4,000,000 to secure funding of the acquisition.

As a result of obtaining financing for the Eviosys acquisition through the Term Loan Facility, the 364 -Day Term Loan Facility, and the Notes, the Company terminated the commitments under the Bridge Loan Facility and the related commitment letter effective September 19, 2024.

Fees related to the Bridge Loan Facility of $ 19,000 were amortized to interest expense during the year ended December 31, 2024.

F-25 FORM 10-K SONOCO 2024 ANNUAL REPORT

On August 7, 2023, the Company entered into a credit agreement with a consortium of Farm Credit System institutions and CoBank, ACB, as Administrative Agent (the “Syndicated Term Loan Agreement”).

The Syndicated Term Loan Agreement provides the Company with the ability to borrow up to $ 900,000 on an unsecured basis (the “Syndicated Term Loan Facility”).

A total of $ 600,000 was drawn from the Syndicated Term Loan Facility on August 7, 2023 and used to repay the syndicated term loans that were due in December 2023 and January 2025, and to make certain capital expenditures and reimburse the Company for certain capital expenditures it had made in its operation of waste disposal facilities in rural areas.

An additional $ 270,000 was drawn from the Syndicated Term Loan Facility on September 8, 2023 and used to partially fund the acquisition of the remaining interest in RTS Packaging and the acquisition of the Chattanooga Mill (see Note 4 for more information).

Borrowings under the Syndicated Term Loan Facility, net of any prepayments, will become payable in full on August 7, 2028.

During the years ended December 31, 2024 and December 31, 2023 , the Company repaid $ 75,000 and $ 295,000 , respectively, of the amounts drawn under the Syndicated Term Loan Facility.

Borrowings under the Syndicated Term Loan Facility bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) the forward-looking SOFR term rate (“Term SOFR” and such borrowings, “Syndicated Term SOFR Loans”), (ii) a base rate set forth in the Syndicated Term Loan Agreement, or (iii) a combination thereof, plus, in each case, an applicable margin calculated based on the Company’s credit ratings and, in the of case of Syndicated Term SOFR Loans, a SOFR Adjustment (as defined in the Syndicated Term Loan Agreement) of 0.1 %.

The Company has designated its borrowings under the Syndicated Term Loan Facility as Syndicated Term SOFR Loans.

The margin currently applicable to Syndicated Term SOFR Loans based on the Company’s credit ratings, together with the SOFR Adjustment, is 1.90 %.

If Term SOFR ceases to be available, the benchmark rate shall switch to Daily Simple SOFR (as defined in the Syndicated Term Loan Agreement).

There is no required amortization under the Syndicated Term Loan Facility, and voluntary prepayments are permissible without penalty, subject to certain conditions pertaining to minimum notice and minimum prepayment and reduction amounts as described in the Syndicated Term Loan Agreement.

The Syndicated Term Loan Agreement contains various customary representations and warranties and affirmative and negative covenants, as more fully described in the Syndicated Term Loan Agreement.

The Syndicated Term Loan Agreement also contains various customary events of default (subject to grace periods, as applicable) including, among others:

nonpayment of principal, interest or fees;

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certain ERISA-related events;

the invalidity or unenforceability of the Term Loan Agreement or certain other documents executed in connection therewith;

the invalidity or unenforceability of the Syndicated Term Loan Agreement or certain other documents executed in connection therewith;

and the occurrence of a change of control.

On June 30, 2021, the Company entered into a new five-year $ 750,000 , unsecured revolving credit facility which replaced an existing credit facility entered into on July 20, 2017, and reflects substantially the same terms and conditions.

Consistent with prior facilities, this revolving credit facility supports the Company’s $ 500,000 commercial paper program.

On May 3, 2024, the Company entered into an Amended and Restated Credit Agreement (the “Agreement”) to extend the maturity and make certain other changes to the terms under the Company’s existing five -year credit agreement dated June 21, 2021.

The Agreement increases the commitments under the Company’s revolving credit facility by $ 350,000 to $ 1,250,000 and extends the maturity date to May 3, 2029.

The Company also increased its $ 500,000 commercial paper program by $ 750,000 to $ 1,250,000 .

The revolving credit facility continues to support the commercial paper program.

At December 31, 2024, the Company had no commercial paper balances outstanding;

accordingly, the committed capacity available for drawdown under its revolving credit facility at December 31, 2024 was $ 1,250,000 .

Based on the pricing grid, the credit agreement for the revolving credit facility and Sonoco’s current credit ratings, any drawings are subject to the Term SOFR plus the 137.5 basis points margin.

On August 7, 2023, the Company increased the commitments under this facility by $ 150,000 to an aggregate amount of $ 900,000 .

On April 28, 2021, the Company commenced a cash tender offer to purchase up to $ 300,000 of the $ 600,000 outstanding principal amount of its 5.75 % notes due November 2040.

Upon expiration of the tender on May 25, 2021, the Company repurchased 10.53 % of its outstanding 5.75 % notes for a total cash cost of $ 81,961 , as shown below:

Principal Amount Tendered Premium and Other Amounts Paid Total Cash

5.75 % notes due November 2040

$ 63,206 $ 18,755 $ 81,961

On April 28, 2021, the Company entered into a reverse treasury lock agreement intended to fix the cash cost to fund approximately $ 100,000 of the maximum $ 300,000 principal amount subject to being tendered.

The settlement of the reverse treasury lock on May 13, 2021 resulted in a loss of $ 1,356 .

In addition, the Company wrote off a proportional share of unamortized bond issuance costs and unamortized original issue discounts associated with the 5.75 % notes.

These non-cash write-offs net to $ 73 , which combined with the hedge loss and premium and other amounts paid, resulted in a pretax loss from the early extinguishment of debt totaling $ 20,184 .

F-21 FORM 10-K SONOCO 2023 ANNUAL REPORT

The principal requirements of debt maturing in the next five years are:

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Debt maturities by year $ 2,054,525 $ 1,218,544 $ 310,533 $ 508,115 $ 598,367

As of December 31, 2023, the Company has scheduled debt maturities through the next twelve months o f $ 47,132 .

At December 31, 2023, the Company had $ 151,937 i n cash and cash equivalents on hand and $ 900,000 in committed capacity available for drawdown under its revolving credit facility.

As of December 31, 2024, the Company has scheduled debt maturities through the next twelve months of $ 2,054,525 .

At December 31, 2024, the Company had $ 443,060 in cash and cash equivalents on hand, including discontinued operations, and $ 1,250,000 in committed capacity available for drawdown under its revolving credit facility.

The Company believes that these amounts, combined with expected net cash flows from operating activities, provide ample liquidity to cover these debt maturities and other cash flow needs of the Company over the course of the next year.

On February 3, 2025, the Company repaid the 1.80 % notes due February 2025 using proceeds from the issuance of commercial paper.

In addition, the Company had approximately $ 179,660 available under unused short-term lines of credit at December 31, 2024.

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At December 31, 2024 and 2023, the Company had derivative financial instruments outstanding to hedge anticipated transactions and certain asset and liability related cash flows.

These contracts, which have maturities ranging through December 2024, qualify as cash flow hedges under U.S.

These contracts, which have maturities ranging through December 2025, qualify as cash flow hedges under GAAP.

For derivative instruments that are designated and qualify as a cash flow hedge, the gain or loss on the derivative instrument is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item.

Cash flows from derivative

F-26 FORM 10-K SONOCO 2024 ANNUAL REPORT

financial instruments designated as cash flow hedges are classified as cash flows from operating activities in the Condensed Consolidated Statements of Cash Flows.

Commodity Cash Flow Hedges

Certain derivative contracts entered into to manage the cost of anticipated purchases of natural gas and aluminum have been designated by the Company as cash flow hedges.

At December 31, 2023, these contracts included natural gas swaps covering approximately 0.1 million MMBTUs, representing approximately 1 % of anticipated natural gas usage in 2024.

At December 31, 2024, there were no natural gas swaps covering anticipated natural gas usage in 2025 and aluminum swaps covering 3,546 metric tons of aluminum represented approximately 24 % of anticipated aluminum usage for 2025.

The fair values of the Company’s commodity cash flow hedges netted to a gain position of $ 652 and a loss position of $( 41 ) at December 31, 2024 and December 31, 2023, respectively.

The amount of t he gain included in accumulated other comprehensive loss at December 31, 2024, expected to be reclassified to the income statement during the next twelve months is $ 652 .

The Company also has certain natural gas hedges that are not designated as cash flow hedges.

See “Non-Designated Derivatives” below for a discussion of these hedges.

The Company has also designated swap contracts covering 488 metric tons of aluminum as cash flow hedges.

These contracts represent approximately 10 % of anticipated aluminum usage for 2024.

The fair values of the Company’s commodity cash flow hedges netted to a loss position of $( 41 ) and $( 172 ) at December 31, 2023 and December 31, 2022, respectively.

The amount of the loss included in accumulated other comprehensive loss at December 31, 2023, expected to be reclassified to the income statement during the next twelve months is $( 41 ).

Foreign Currency Cash Flow Hedges

The Company has entered into forward contracts to hedge certain anticipated foreign currency denominated sales, purchases, and capital spending expected to occur in 2024.

The Company has entered into forward contracts to hedge certain anticipated foreign currency denominated sales and purchases expected to occur in 2025.

The net positions of these contracts at December 31, 2024, were as follows (in thousands):

Currency Action Quantity

USD Contracts

Colombian peso purchase 26,917,468

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Danish krone purchase 161,128

Swedish Krone sell ( 6,827 )

Swedish krona sell ( 6,709 )

Czech koruna purchase 110,834

Canadian dollar purchase 11,045

Euro purchase 3,499

Turkish lira purchase 104,546

Brazilian real purchase 54,302

British pound sell ( 5,388 )

Canadian dollar purchase 35,016

The fair value of foreign currency cash flow hedges related to forecasted sales and purchases netted to a gain position of $ 1,502 at December 31, 2023, and a loss position of $( 299 ) at December 31, 2022.

The amount of the gain expected to be reclassified from accumulated other comprehensive loss to the income statement during the next twelve months is $ 1,502 .

In addition, the Company has entered into forward contracts to hedge certain foreign currency cash flow transactions related to construction in progress.

As of December 31, 2023 and December 31, 2022, the net positions of these contracts were $ 0 and $( 564 ), respectively.

During the twelve months ended December 31, 2023, losses from these hedges totaling $( 401 ) were reclassified from accumulated other comprehensive loss and included in the carrying value of the

F-22 FORM 10-K SONOCO 2023 ANNUAL REPORT

capitalized expenditures.

No gains or losses are expected to be reclassified from accumulated other comprehensive loss and included in the carrying value of the related fixed assets acquired during the next twelve months.

Euro Contracts

Euro purchase 40,670

British pound purchase 30,724

Thai baht purchase 620,976

Hungarian forint sell ( 5,560,396 )

The fair value of foreign currency cash flow hedges related to forecasted sales and purchases netted to a loss position of $( 1,841 ) at December 31, 2024, and a gain position of $ 1,502 at December 31, 2023.

The amount of the loss expected to be reclassified from accumulated other comprehensive loss to the income statement during the next twelve months is $( 1,841 ).

Net Investment Hedge

During 2023, the Company became a party to cross-currency swap agreements with a total notional amount of $ 500,000 to effectively convert a portion of the Company’s fixed-rate U.S.

In 2023, the Company became a party to cross-currency swap agreements with a total notional amount of $ 500,000 to effectively convert a portion of the Company’s fixed-rate U.S.

dollar denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt.

The swap agreements, which have a maturity of December 18, 2026, provide for the Company to receive semi-annual interest payments in U.S.

dollars at a fixed rate and to make semi-annual interest payments in euro at a fixed rate.

The risk management objective of entering into the swap agreements is to manage foreign currency risk relating to net investments in certain European subsidiaries denominated in euros.

The agreements are designated as net investment hedges for accounting purposes.

The gain or loss on the net investment hedge derivative instrument is included in the foreign currency translation component of accumulated other comprehensive loss until the net investment is sold, diluted, or liquidated.

Interest payments received for the cross-currency swaps are excluded from the net investment hedge effectiveness assessment and are recorded in “Interest expense” on the Company’s Consolidated Statements of Income.

The swap agreements, which had a maturity of December 18, 2026, provided for the Company to receive semi-annual interest payments in U.S.

dollars at a fixed rate and to make semi-annual interest payments in euros at a fixed rate.

The risk management objective of entering into the swap agreements was to manage foreign currency risk relating to net investments in certain European subsidiaries denominated in euros.

The agreements were designated as net investment hedges for accounting purposes.

On April 15, 2024, as a result of the strengthening of the U.S.

dollar against the euro, as well as a reduction in the differential between U.S.

and European interest rates, the Company terminated its swap agreements and received a net cash settlement of $ 9,068 .

The foreign currency translation gain of approximately $ 3,143 , net of tax, is included as a component of “Accumulated other comprehensive loss.”

Following the unwind of the swaps, the Company entered into new cross-currency swap agreements with a total notional amount of $ 500,000 in April 2024 to effectively convert a portion of the Company’s fixed-rate U.S.

dollar-denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt.

The new swap agreements, which have a maturity of May 1, 2027 share the same risk management objective as the terminated cross-currency swap agreements and are also designated as net investment hedges for accounting purposes.

In December 2024, the Company entered into additional cross-currency swap agreements with a total notional amount of $ 1,500,000 , including $ 500,000 maturing on September 1, 2026, $ 500,000 maturing on September 1, 2029, and $ 500,000 maturing on May 1, 2030.

The swaps effectively convert a portion of the Company’s fixed-rate U.S.

dollar-denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt at the prevailing market rate at execution.

The new swap agreements share the same risk management objective as the Company’s previously existing cross-currency swap agreements and are also designated as net investment hedges for accounting purposes.

The gain or loss on the net investment hedge derivative instruments is included in the “Foreign currency translation” component of “Accumulated other comprehensive loss” until the net investment is sold, diluted, or liquidated.

Interest payments received for the cross-currency swaps and the related excluded components are excluded from the net investment hedge effectiveness assessment and are recorded in “Interest expense” in the Company’s Condensed Consolidated Statements of Income.

The assumptions used in measuring fair value of the cross-currency swaps are considered level 2 inputs, which are based upon the Euro-to-U.S.

dollar exchange rate market.

For the year ended December 31, 2023, the fair value of the Company’s net investment hedges was a loss position of $ 5,073 , and a loss of $ 3,779 (net of income taxes of $ 1,294 ) was reported as a component of accumulated other comprehensive loss within foreign currency items.

The fair value of the Company’s net investment hedges was a gain position of $ 11,919 and a loss position of $( 5,073 ) at December 31, 2024 and December 31, 2023, respectively.

Foreign currency translation gain of $ 8,880 (net of income taxes of $ 3,039 ) and loss of $ 3,779 (net of income taxes of $ 1,294 ) were reported as components of “Accumulated other comprehensive loss” within “Foreign currency items” at December 31, 2024 and December 31, 2023, respectively.

F-27 FORM 10-K SONOCO 2024 ANNUAL REPORT

Non-Designated Derivatives

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Currency Action Quantity

USD Contracts

Colombian peso purchase 66,306,243

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Canadian dollar purchase 7,262

Thai Baht Sell ( 10,459 )

Euro Contracts

British pound purchase 74,214

Polish zloty purchase 34,451

Thai Baht purchase 410,488

Commodity Hedges

The Company has entered into non-designated derivative contracts to manage the cost of anticipated purchases of natural gas.

At December 31, 2023, these contracts consisted of natural gas swaps covering approximately 5.4 million MMBTUs and represented approximately 75 % of anticipated usage in North America for 2024, respectively.

At December 31, 2024, these contracts consisted of natural gas swaps covering approximately 5.2 million metric million British thermal units (“MMBTUs”) representing approximately 75.5 % of anticipated usage in North America for 2025.

Interest Rate Hedges

Pursuant to the registered public offering of unsecured 2.85 % notes with a principal amount of $ 500,000 maturing on February 1, 2032, the Company entered into two treasury lock derivative instruments with a notional principal amount of $ 150,000 each on December 29, 2021 with the risk management objective of reducing the Company's exposure to increases in the underlying Treasury index up to the date of pricing of the notes.

The derivatives were settled when the bonds priced on January 11, 2022, with the Company recognizing a gain on the settlement of $ 5,201 .

The gain is included in “Selling, general and administrative expenses” on the Company’s Consolidated Statements of Income for the year ended December 31, 2022.

In anticipation of the offering of the Notes (see Note 11 for additional information), the Company entered into treasury lock derivative instruments with eleven banks, with a total notional principal amount of $ 900,000 , on August 29, 2024.

These instruments had the risk management objective of reducing the Company’s exposure to increases in the underlying Treasury index up to the date of pricing of the Notes.

The derivatives were settled when the Notes priced on September 17, 2024, with the Company recognizing a loss on the settlement of $( 11,088 ).

The loss is included in “Interest expense” in the Company’s Consolidated Statements of Income for the year ended December 31, 2024.

The fair value of the Company’s non-designated derivatives position was a loss of $( 2,694 ) and $( 6,790 ) at December 31, 2024 and December 31, 2023, respectively.

The following table sets forth the location and fair values of the Company’s derivative instruments at December 31, 2024 and December 31, 2023:

F-23 FORM 10-K SONOCO 2023 ANNUAL REPORT

Fair Value at December 31

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Commodity Contracts Prepaid expenses $ 671 $ 67

Commodity Contracts Other assets — 8

Commodity Contracts Accrued expenses and other ( 19 ) ( 108 )

Commodity Contracts Other liabilities — ( 35 )

Foreign Exchange Contracts Prepaid expenses 2,068 2,525

1 unchanged sentence

Net investment hedge Prepaid expenses 26,833 5,567

Net investment hedge Other Assets 1,845 —

Net investment hedge Other liabilities ( 16,759 ) ( 10,640 )

1 unchanged sentence

Commodity Contracts Prepaid expenses $ 961 $ 12

Commodity Contracts Other assets — 251

Commodity Contracts Accrued expenses and other ( 574 ) ( 6,782 )

Commodity Contracts Other liabilities — ( 295 )

Foreign Exchange Contracts Prepaid expenses ( 59 ) 130

2 unchanged sentences

There are no collateral arrangements or requirements in these agreements.

F-28 FORM 10-K SONOCO 2024 ANNUAL REPORT

The following tables set forth the effect of the Company’s derivative instruments on financial performance for the year ended December 31, 2024 and December 31, 2023, excluding the gains or losses on foreign currency cash flow hedges that were reclassified from accumulated other comprehensive loss to the carrying value of the capitalized expenditures:

26 unchanged sentences

Foreign Exchange Contracts $ 7,560 Selling, general and administrative

F-24 FORM 10-K SONOCO 2023 ANNUAL REPORT

Year Ended December 31, 2024 Year Ended December 31, 2023

46 unchanged sentences

1,502 — — 1,502 —

Net investment hedge ( 5,073 ) — — ( 5,073 ) —

Non-hedge derivatives, net:

21 unchanged sentences

Underlying real estate securities are generally valued at closing prices from national exchanges.

Certain assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.

F-30 FORM 10-K SONOCO 2024 ANNUAL REPORT

Certain assets that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.

The Company’s pension plan assets comprise more than 96 % of its total postretirement benefit plan assets.

4 unchanged sentences

Fair value measurements for the Company’s derivatives are classified under Level 2 because such measurements are estimated based on observable inputs such as interest rates, yield curves, spot and future commodity prices and spot and future exchange rates.

The Company does not currently have any nonfinancial assets or liabilities that are recognized or disclosed at fair value on a recurring basis.

None of the Company’s financial assets or liabilities are measured at fair value using significant unobservable inputs.

There were no transfers in or out of Level 1 or Level 2 fair value measurements during the years ended December 31, 2024 or 2023.

The Company has an investment in the preferred stock of a nonaffiliated private company.

This investment is accounted for under the measurement alternative of cost less impairment, adjusted for any qualifying observable price changes on a non-recurring basis.

Observable price changes would consist of Level 2 inputs based on privately negotiated transactions with the nonaffiliated company.

The total investment in preferred stock of $ 21,212 is included in “Other assets” in the Company’s Consolidated Balance Sheet as of December 31, 2024.

For additional fair value information on the Company’s financial instruments, see Note 12.

Share-based compensation plans

The Company provides share-based compensation to certain employees and non-employee directors in the form of restricted stock units (“RSUs”), performance contingent restricted stock units (“PCSUs”), and other share-based awards pursuant to the Sonoco Products Company 2019 Omnibus Incentive Plan (the “2019 Plan”), which became effective upon approval by the shareholders on April 17, 2019.

The Company provides share-based compensation to certain employees and non-employee directors in the form of RSUs, PCSUs, and other share-based awards.

Beginning in 2024, share-based awards were issued pursuant to the Sonoco Products Company 2024 Omnibus Incentive Plan (the “2024 Plan”), which became effective upon approval by the shareholders on April 17, 2024.

Awards issued from 2019 through 2023 were issued pursuant to the Sonoco Products Company 2019 Omnibus Incentive Plan (the “2019 Plan”).

A total of 2,900,000 shares of common stock are reserved for awards granted under the 2024 Plan.

As of the April 17, 2024 effective date, the 2024 Plan superseded the 2019 Plan and became the only plan under which equity-based compensation may be awarded to employees and non-employee directors.

However, any awards under any of the prior plans that were outstanding on the effective date of the 2024 Plan remain subject to the terms and conditions, and continue to be governed, by such prior plans.

Awards issued between January 1 and April 16, 2024 were effectively issued under the 2024 Plan when such awards were transferred over to be applied against the 2024 Plan’s reserve.

Share reserve reductions for restricted and performance-based stock awards and stock appreciation rights originally granted under the 2019 Plan were weighted equally on a one-for-one basis in accordance with the shareholder-approved conversion formula included within the 2024 Plan.

Share awards granted under all previous plans which are forfeited, expire or are canceled without delivery of shares, or which result in forfeiture of shares back to the Company, will be added back to the total shares available under the 2024 Plan.

Shares of the Company’s common stock repurchased to satisfy employee tax withholding obligations in association with the exercise of RSUs and PCSUs, but not stock appreciation rights (“SARs”), will also be added back to the total shares available under the 2024 Plan.

At December 31, 2024, a total of 2,224,042 shares remain available for future grant under the 2024 Plan.

2 unchanged sentences

Total compensation cost for share-based payment arrangements was $ 26,948 , $ 24,738 and $ 28,302 , for 2024, 2023 and 2022, respectively.

The related tax benefit recognized in net income/(loss) was $ 6,920 , $ 7,999 , and $ 5,715 , for the same years, respectively.

The related tax benefit recognized in net income was $ 6,852 , $ 6,162 , and $ 7,231 , for the same years, respectively.

Share-based compensation expense is included in “Selling, general and administrative expenses” in the Company’s Consolidated Statements of Income.

19 unchanged sentences

This cost is expected to be recognized over a weighted-average period of 24 months.

F-31 FORM 10-K SONOCO 2024 ANNUAL REPORT

The activity related to RSUs for the year ended December 31, 2024 is as follows:

3 unchanged sentences

Outstanding, December 31, 2023

593,445 68,815 662,260 $ 54.71

Granted 383,708 — 383,708 $ 52.41

4 unchanged sentences

Outstanding, December 31, 2024

681,616 75,580 757,196 $ 53.43

Performance Contingent Restricted Stock Units

The Company grants PCSUs annually on a discretionary basis to executive officers and certain key management employees.

The ultimate number of PCSUs awarded is dependent upon the degree to which performance, relative to defined targets related to earnings and return on invested capital is achieved over a three-year performance cycle and for the 2023 PCSU grant only, a modifier for total stock return performance.

The Company estimates the fair value of its 2023 PCSUs based upon the Company’s stock price on the date of grant and an estimate of the Company’s payout modifier based upon the projected total stock return performance relative to its peer group companies.

The comparative

F-27 FORM 10-K SONOCO 2023 ANNUAL REPORT

market indices for the awards that vest based on total stock return to shareholders are the S&P Composite 1500 Materials Index.

If the Company’s actual total stock return for the three-year measurement period is determined to be between the 25th and 75th percentile relative to its peers, no additional modifier is triggered for the 2023 PCSU grant upon vesting.

The ultimate number of PCSUs awarded is dependent upon the degree to which performance, relative to defined targets related to earnings and return on invested capital is achieved over a three-year performance cycle and for the 2024 and 2023 PCSU grants only, a modifier for total stock return performance.

The Company estimates the fair value of its 2024 and 2023 PCSUs based upon the Company’s stock price on the dates of grant and an estimate of the Company’s payout modifier based upon the projected total stock return performance relative to its peer group companies.

The comparative market indices for the awards that vest based on total stock return to shareholders are the S&P Composite 1500 Materials Index.

If the Company’s total stock return for the three-year measurement period is determined to be above the 75th percentile, the modifier adds 20 % to the award’s vested share payout for total stock return performance in the top quartile, and if the Company’s return falls below the 25th percentile relative to its peers, the modifier reduces the award’s share payout by 20 % for performance in the bottom quartile.

10 unchanged sentences

Outstanding, December 31, 2023

418,403 236,492 654,895 $ 53.51

Granted 253,176 — 253,176 $ 50.54

5 unchanged sentences

Outstanding, December 31, 2024

As of December 31, 2023, the 2023 PSCUs to be awarded are estimated to range from 0 to 449,255 units, including the 20 % total stock return modifier, and are tied to the three-year performance period ending December 31, 2025.

As of December 31, 2023, the 2022 PSCUs to be awarded are estimated to range from 0 to 342,808 units and are tied to the three-year performance period ending December 31, 2024.

The performance cycle for the 2021 PSCUs was completed on December 31, 2023.

283,675 350,081 633,756 $ 52.13

As of December 31, 2024, the 2024 PCSUs to be awarded are estimated to range from 0 to 517,066 units, including the 20 % total stock return modifier, and are tied to the three-year performance period ending December 31, 2026.

As of December 31, 2023 , the 2023 PCSUs to be awarded are estimated to range from 0 to 410,100 units, including the 20 % total stock return modifier, and are tied to the three-year performance period ending December 31, 2025.

The performance cycle for the 2022 PCSUs was completed on December 31, 2024.

Outstanding stock units of 330,888 units were determined to have been earned.

The fair value of these units was $ 16,164 as of December 31, 2024.

The performance cycle for the 2020 PSCUs was completed on December 31, 2022.

The performance cycle for the 2021 PCSUs was completed on December 31, 2023.

Outstanding stock units of 225,530 units were determined to have been earned.

1 unchanged sentence

The performance cycle for the 2020 PCSUs was completed on December 31, 2022.

Outstanding stock units of 64,243 were determined to have been earned.

Outstanding stock units of 280,881 units were determined to have been earned.

The fair value of these units was $ 17,052 as of December 31, 2022.

3 unchanged sentences

This cost is expected to be recognized over a weighted-average period of 21 months.

Stock appreciation rights

Through 2019, the Company granted stock appreciation rights (“SARs”) annually on a discretionary basis to key employees.

These SARs had an exercise price equal to the closing market price on the date of the grant and can be settled only in stock.

The SARs granted from 2015 through 2019 vested over three years , with one-third vesting on each anniversary date of the grant, and had 10 -year terms.

All outstanding SARs are vested as of December 31, 2023.

SARs expense was recognized following the graded-vesting method.

As of December 31, 2023, there is no unrecognized compensation cost, and no non-cash stock-based compensation expense was incurred for the year ended December 31, 2023 related to nonvested SARs.

Noncash stock-based compensation expense associated with SARs totaled $ 40 for 2022 and $ 347 for 2021.

The aggregate intrinsic value of SARS exercised during 2023, 2022, and 2021 was $ 158 , $ 582 , and $ 2,575 , respectively.

The activity related to the Company’s SARs for the year ended December 31, 2023 is as follows:

Nonvested Vested Total Weighted-

Outstanding, December 31, 2022 — 764,806 764,806 $ 54.98

Granted — — — $ —

Exercised — ( 26,671 ) ( 26,671 ) $ 49.96

Forfeited/Expired — ( 8,620 ) ( 8,620 ) $ —

Outstanding, December 31, 2023 — 729,515 729,515 $ 55.13

Exercisable, December 31, 2023 — 729,515 729,515 $ 55.13

F-32 FORM 10-K SONOCO 2024 ANNUAL REPORT

The weighted average remaining contractual life for both SARs outstanding and exercisable at December 31, 2023 was 4.1 years.

The aggregate intrinsic value for both SARs outstanding and exercisable at December 31, 2023 was $ 2,217 .

At December 31, 2023, the fair market value of the Company’s stock used to calculate intrinsic value was $ 55.87 per share.

Deferred compensation plans

14 unchanged sentences

Compensation deferrals for employees and directors, all of which will be settled in Company stock after retirement, totaled $ 2,024 , $ 2,024 , and $ 2,256 , during 2024, 2023, and 2022, respectively.

Stock appreciation rights

Through 2019, the Company granted SARs annually on a discretionary basis to key employees.

These SARs had an exercise price equal to the closing market price on the date of the grant and can be settled only in stock.

All outstanding SARs are vested as of December 31, 2024.

The weighted average remaining contractual life for both outstanding and exercisable SARs at December 31, 2024 was 4.2 years.

Noncash stock-based compensation expense associated with SARs totaled $ 0 for 2024 and 2023 and $ 40 for 2022.

As of December 31, 2024, there is no unrecognized compensation cost remaining.

The activity related to the Company’s SARs for the year ended December 31, 2024 is as follows:

Nonvested Vested Total Weighted-

Outstanding, December 31, 2023

— 729,515 729,515 $ 55.13

Vested — — — $ —

Granted — — — $ —

Exercised — ( 47,180 ) ( 47,180 ) $ 47.28

Forfeited/Expired — ( 18,931 ) ( 18,931 ) $ 57.41

Outstanding, December 31, 2024

— 663,404 663,404 $ 55.62

Exercisable, December 31, 2024

— 663,404 663,404 $ 55.62

The aggregate intrinsic value of SARS exercised during 2024, 2023, and 2022 was $ 74 , $ 158 , and $ 582 , respectively.

The aggregate intrinsic value for both outstanding and exercisable SARs was $ 376 at December 31, 2024 using the fair market value of the Company’s stock on that date of $ 48.85 per share.

F-33 FORM 10-K SONOCO 2024 ANNUAL REPORT

1 unchanged sentence

Retirement plans and retiree health and life insurance plans

The Company provides non-contributory defined benefit pension plans for certain of its employees in the United States, Mexico, Belgium, Germany, Greece, France, and Turkey.

The Company provides non-contributory defined benefit pension plans for certain of its employees in the United States, Mexico, Belgium, Germany, France, and Turkey.

The Company also sponsors contributory defined benefit pension plans covering certain of its employees in the United Kingdom, Canada and the Netherlands, and provides postretirement healthcare and life insurance benefits to a limited number of its retirees and their dependents in the United States and Canada, based on certain age and/or service eligibility requirements.

The components of net periodic benefit cost include the following:

For further information regarding the Eviosys pension plan that was acquired in 2024, see the Eviosys acquisition section below.

The components of net periodic benefit cost/(income) include the following:

2024 2023 2022

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Amortization of net actuarial gain ( 899 ) ( 768 ) ( 681 )

Net periodic benefit income $ ( 344 ) $ ( 542 ) $ ( 617 )

Net periodic benefit cost/(income) $ 191 $ ( 344 ) $ ( 542 )

The following tables set forth the Plans’ obligations and assets at December 31:

8 unchanged sentences

Plan amendments 615 306 — 11,637

Actuarial loss/(gain)

15,663 ( 124,982 ) ( 266 ) ( 1,825 )

Actuarial (gain)/loss ( 18,935 ) 15,663 ( 2,389 ) ( 266 )

Benefits paid ( 28,263 ) ( 26,703 ) ( 1,418 ) ( 788 )

4 unchanged sentences

Benefit obligation at December 31 $ 452,275 $ 413,340 $ 19,832 $ 22,571

F-34 FORM 10-K SONOCO 2024 ANNUAL REPORT

F-35 FORM 10-K SONOCO 2024 ANNUAL REPORT

Retirement Plans Retiree Health and

13 unchanged sentences

Funded status of the Plans $ ( 161,450 ) $ ( 117,753 ) $ ( 6,657 ) $ ( 9,358 )

F-30 FORM 10-K SONOCO 2023 ANNUAL REPORT

Retirement Plans Retiree Health and

5 unchanged sentences

Noncurrent liabilities ( 174,987 ) ( 134,555 ) ( 5,840 ) ( 7,557 )

Net (liability)/asset $ ( 117,869 ) $ ( 99,718 ) $ ( 9,358 ) $ 1,506

Net (liability)

$ ( 161,450 ) $ ( 117,753 ) $ ( 6,657 ) $ ( 9,358 )

Items not yet recognized as a pre-tax component of net periodic benefit cost that are included in Accumulated Other Comprehensive Loss as of December 31, 2024 and 2023, are as follows:

10 unchanged sentences

Adjustments arising during the period:

Net actuarial loss/(gain) $ 10,709 $ 4,839 $ ( 63,684 ) $ ( 451 ) $ ( 761 ) $ ( 412 )

Net actuarial (gain)/loss $ ( 238 ) $ 10,709 $ 4,839 $ ( 2,485 ) $ ( 451 ) $ ( 761 )

Prior service cost 327 430 678 — 11,637 —

2 unchanged sentences

Net actuarial (loss)/gain ( 4,472 ) ( 4,300 ) ( 6,240 ) 899 768 681

Prior service (cost)/credit ( 926 ) ( 913 ) ( 900 ) — — —

Total recognized in other comprehensive loss/(income) $ 4,903 $ ( 2,158 ) $ ( 630,956 ) $ 11,954 $ ( 80 ) $ 332

Prior service cost

( 864 ) ( 926 ) ( 913 ) ( 385 ) — —

Total recognized in other comprehensive (income)/loss $ ( 5,777 ) $ 4,903 $ ( 2,158 ) $ ( 1,971 ) $ 11,954 $ ( 80 )

Total recognized in net periodic benefit cost and other comprehensive loss/(income) $ 11,509 $ 22,707 $ 9,081 $ ( 1,780 ) $ 11,610 $ ( 622 )

1 unchanged sentence

The projected benefit obligation (“PBO”), ABO and fair value of plan assets for pension plans with ABOs in excess of plan assets were, $ 279,472 , $ 270,720 and $ 94,384 , respectively, as of December 31, 2024, and $ 229,397 , $ 224,045 and $ 84,929 , respectively, as of December 31, 2023.

Eviosys acquisition

On December 4, 2024, the Company completed the acquisition of Eviosys, which included the assumption of several defined benefit plans (the “Eviosys Plans”), including non-contributory defined benefit pension plans for certain of its employees, primarily in Germany, France, Italy, Switzerland, Spain, and Ireland.

The Company determined the acquisition-date fair values of the PBO and plan assets of the Eviosys Plans to be $ 74,051 and $ 21,223 , respectively, resulting in a long-term and short-term unfunded pension obligations of $ 51,849 and $ 979 , respectively.

The net periodic benefit costs for the Eviosys Plans were not material to Sonoco for the year ended December 31, 2024.

F-36 FORM 10-K SONOCO 2024 ANNUAL REPORT

RTS Packaging defined benefit plan

2 unchanged sentences

Since the formation of the original joint venture, the Company had recognized its 35 % share of actuarial gains and losses related to the RTS Plan in “Accumulated other comprehensive loss.” Upon the acquisition of the remaining 65 % interest in RTS Packaging, a pre-tax loss of $ 4,756 ($ 3,543 after tax) was reclassified out of “Accumulated other comprehensive loss” into earnings.

The pre-tax loss is reflected in “Other income, net” in the Company’s Consolidated Statements of Income for the year ending December 31, 2023.

The pre-tax loss is reflected in “Other (expenses)/ income, net” in the Company’s Consolidated Statements of Income for the year ended December 31, 2023.

Plan termination, settlements, changes and amendments

2 unchanged sentences

The amendment resulted in an increase in both the accumulated postretirement benefit obligation and prior service cost component of accumulated other comprehensive loss of $ 11,637 .

The service cost will be amortized over the average life expectancy of the plan participants beginning in 2024.

The service cost is being amortized over the average life expectancy of the plan participants beginning in 2024.

The Company recognized settlement charges totaling $ 530 and $ 1,010 in 2024 and 2023, respectively.

1 unchanged sentence

Settlements in 2023 also included payments associated with the termination of a pension plan in Taiwan.

In July 2019, the Board approved a resolution to terminate the Sonoco Pension Plan for Inactive Participants (the “Inactive Plan”), a tax-qualified defined benefit plan, effective September 30, 2019.

Following completion of a limited lump sum offering in April 2021, the Company settled all remaining liabilities under the Inactive Plan in June 2021 through the purchase of annuities.

The Company made additional net contributions of $ 124,432 to the Inactive Plan in 2021 in order to be fully funded on a termination basis at the time of the annuity purchase.

Non-cash, pretax settlement charges totaling $ 538,722 were recognized in 2021 as the lump sum payouts and annuity purchases were made.

The termination of the Inactive Plan applied to participants who had separated service from Sonoco and to non-union active employees who no longer accrued pension benefits.

There was no change in the cumulative benefit previously earned by the approximately 11,000 participants

F-31 FORM 10-K SONOCO 2023 ANNUAL REPORT

affected by these actions.

The Company continues to manage and support the Sonoco Pension Plan for Active Participants (the “Active Plan”), comprised of approximately 700 active participants who continue to accrue benefits in accordance with a flat-dollar multiplier formula.

Additional settlement charges of $ 11,984 were recognized in 2021, primarily due to the annuitization of the Trenton Union Plan in Ontario, Canada.

This plan was terminated in June 2020 and the participants were fully annuitized in December 2021.

Projected benefit payments

38 unchanged sentences

The expected long-term rate of return assumption is based on the Company’s current and expected future portfolio mix by asset class, and expected nominal returns of these asset classes using an economic “building block” approach.

Expectations for inflation and real interest rates are developed and various risk premiums are assigned to each asset class based primarily on historical performance.

The assumed rate of compensation increase reflects historical experience and management’s expectations regarding future salary and incentive increases.

Expectations for inflation and real interest rates are developed and various risk premiums are assigned to each asset class based primarily on

F-37 FORM 10-K SONOCO 2024 ANNUAL REPORT

historical performance.

The assumed rate of compensation increase reflects historical experience and management’s expectations regarding future salary and incentive increases.

Medical trends

20 unchanged sentences

Equity securities 2024 19.5 % 22.2 % 21.0 % 31.4 %

2022 23.4 % N/A 22.6 % 34.0 %

2023 22.2 % 18.6 % 20.0 % 29.4 %

Debt securities 2024 78.0 % 77.8 % 77.1 % 68.6 %

2022 72.9 % N/A 76.3 % 66.0 %

2023 76.6 % 81.2 % 79.1 % 70.6 %

Cash and short-term investments 2024 2.5 % — % 1.9 % — %

2022 3.7 % N/A 1.1 % — %

2023 1.2 % 0.2 % .9 % — %

Total 2024 100.0 % 100.0 % 100.0 % 100.0 %

2022 100.0 % N/A 100.0 % 100.0 %

2023 100.0 % 100.0 % 100.0 % 100.0 %

The Company employs a total-return investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets for a desired level of risk.

39 unchanged sentences

The Company’s expenses related to the plan for 2024, 2023, and 2022 were approximately $ 33,700 , $ 30,684 and $ 29,347 , respectively.

The non-elective component of the plan, the Sonoco Retirement Contribution (“SRC”), was eliminated effective December 31, 2021 and the benefit replaced by the higher matching 401(k) matching contribution discussed above.

The SRC was available to certain employees who were not active participants in the Company’s U.S.

qualified defined benefit pension plan and provided for an annual Company contribution of 4 % of all eligible pay plus 4 % of eligible pay in excess of the Social Security wage base to eligible participant accounts.

Participants were fully vested after three years of service or upon reaching age 55 , if earlier.

As a result of the termination, the Company recognized no SRC expense in 2023 or 2022.

Expenses related to the plan for 2021 were approximately $ 22,914 .

Cash contributions to the SRC, which were made annually in March following the year in which they were earned, totaled $ 21,948 and $ 22,665 in 2022 and 2021, respectively.

The Company made no annual SRC contributions in 2023 and no additional annual contributions will be made in the future.

The non-elective component of the plan, the Sonoco Retirement Contribution (“SRC”), was eliminated effective December 31, 2021 and the benefit replaced by the higher 401(k) matching contribution discussed above.

The final cash contribution to the SRC, totaling $ 21,948 , was made in March 2022 for the preceding year.

The Company also provides retirement and postretirement benefits to certain other non-U.S.

36 unchanged sentences

Total deferred taxes, net 1

The Company has total federal net operating loss carryforwards of approximately $ 79,501 remaining at December 31, 2023.

$ ( 581,765 ) $ ( 69,458 )

1 Total deferred taxes, net includes $( 15,666 ) and $( 6,228 ) reclassified to discontinued operations on the Consolidated Balance Sheets at December 31, 2024 and 2023, respectively.

These amounts include valuation allowance on deferred tax assets of $( 4,628 ) and $( 4,395 ) at December 31, 2024 and 2023, respectively.

The Company has total federal net operating loss (“NOL”) carryforwards of approximately $ 63,615 remaining at December 31, 2024.

These losses are limited based upon future taxable earnings of the Company and expire between 2033 and 2039.

26 unchanged sentences

Foreign currency gain/(loss) on distributions of previously taxed income

642 1.0 % ( 2,614 ) ( 0.5 ) % ( 1,280 ) ( 0.3 ) %

IRC Subpart F income

916 1.4 % 119 — % 96 — %

Executive compensation limitation

2,569 4.0 % 3,767 0.8 % 1,420 0.3 %

Capitalized acquisition costs 7,202 11.3 % 104 — % ( 412 ) ( 0.1 ) %

Other, net ( 3,103 ) ( 4.9 ) % ( 3,870 ) ( 0.8 ) % ( 5,285 ) ( 1.1 ) %

Provision for/(Benefit from) income taxes $ 149,278 24.3 % $ 118,509 20.7 % $ ( 67,430 ) 41.9 %

The Company was subject to the one-time transition tax on certain accumulated foreign earnings as part of the Tax Cuts and Jobs Act (“Tax Act”).

Under the provisions of the Tax Act, the transition tax was payable in installments over a period of 8 years.

The Company paid its final installment of $ 1,366 during 2023 and has no remaining obligation.

Provision for income taxes 5,509 8.7 % 119,730 24.5 % 95,731 20.8 %

F-40 FORM 10-K SONOCO 2024 ANNUAL REPORT

The change in “Tax examinations including change in reserve for uncertain tax positions” is shown net of associated deferred taxes and accrued interest.

1 unchanged sentence

These adjustments changed the reserve by a total of approximately $( 13,229 ), $( 891 ) and $( 1,484 ) in 2024, 2023 and 2022, respectively.

F-35 FORM 10-K SONOCO 2023 ANNUAL REPORT

In many of the countries in which the Company operates, earnings are taxed at rates different than in the United States.

2 unchanged sentences

The benefits included in “Adjustments to prior year deferred taxes” for each of the years presented consist primarily of adjustments to deferred tax assets and liabilities arising from changes in estimates.

Of the $ 18,841 of tax credits for 2023, $ 2,442 directly offset the $ 2,930 of GILTI tax, resulting in a net GILTI tax of $ 488 .

Of the remainder, $ 8,735 relates to research and development tax credits.

The GILTI tax in 2022 of $ 2,851 was partially offset by GILTI tax credits of $ 1,245 , resulting in a net GILTI tax of $ 1,606 .

The benefits included in “Valuation allowance” for 2022 include a $ 13,182 net recognized benefit associated with the release of valuation allowance on foreign NOLs due to an increase in projected future foreign income.

The Company maintains its assertion that its undistributed foreign earnings are indefinitely reinvested and, accordingly, has not recorded any deferred income tax liabilities that would be due if those earnings were repatriated.

As of December 31, 2023, these undistributed earnings total $ 1,040,580 .

The adjustment to deferred tax assets and liabilities in 2024 was driven largely by post-acquisition entity restructuring.

Of the $ 11,834 of tax credits for 2024, $ 9,629 relates to research and development tax credits.

The GILTI tax in 2024 of $( 5,604 ) consists primarily of a prior year provision to return adjustment.

The expense included in “Valuation allowance” for 2024 includes $ 5,969 net recognized expense associated with the recording of valuation allowances on foreign NOLs which are not expected to be utilized.

The benefits included in “Valuation allowance” for 2022 include a $ 13,182 net recognized benefit associated with the release of valuation allowance on foreign tax credits due to an increase in projected future foreign source income.

The Company maintains its assertion that its undistributed foreign earnings prior to the Eviosys acquisition are indefinitely reinvested and, accordingly, has not recorded any deferred income tax liabilities that would be due if those earnings were repatriated.

However, the Company does not assert that certain current and future earnings of its Eviosys business are permanently reinvested.

As of December 31, 2024, the undistributed foreign earnings total $ 1,071,766 .

While the majority of these earnings have already been taxed in the United States, a portion would be subject to foreign withholding and U.S.

18 unchanged sentences

With few exceptions, the Company is no longer subject to income tax examinations by tax authorities for years before 2018.

The Company believes that it is reasonably possible that the amount reserved for uncertain tax positions at December 31, 2023 will decrease by $ 10,018 over the next twelve months.

The Company believes that it is reasonably possible that the amount reserved for uncertain tax positions at December 31, 2024 will increase by $ 493 over the next twelve months.

This change includes the anticipated increase in reserves related to existing positions offset by settlements of issues currently under examination and the release of existing reserves due to the expiration of the statute of limitations.

5 unchanged sentences

The Company is not dependent upon the favorable benefit of any one jurisdiction to an extent that loss of those benefits would have a material effect on the Company’s overall effective tax rate.

F-41 FORM 10-K SONOCO 2024 ANNUAL REPORT

Revenue recognition

10 unchanged sentences

Total $ 2,531,852 $ 2,349,488 $ 424,025 $ 5,305,365

F-36 FORM 10-K SONOCO 2023 ANNUAL REPORT

Year Ended December 31, 2023 Consumer Packaging Industrial Paper Packaging All Other Total

20 unchanged sentences

The following table sets forth information about contract assets and liabilities from contracts with customers.

The balances of the contract assets and liabilities are located in “Other receivables” and “Accrued expenses and other”, respectively, on the Consolidated Balance Sheets.

The balances of the contract assets and liabilities are located in “Other receivables” and “Accrued expenses and other”, respectively, in the Consolidated Balance Sheets.

December 31, 2024 December 31, 2023

1 unchanged sentence

Contract Liabilities $ ( 60,024 ) $ ( 15,252 )

F-42 FORM 10-K SONOCO 2024 ANNUAL REPORT

Significant changes in the contract assets and liabilities balances during the twelve months ended December 31, 2024 and 2023 were as follows:

9 unchanged sentences

Ending balance $ 67,062 $ ( 60,024 ) $ 14,754 $ ( 15,252 )

F-37 FORM 10-K SONOCO 2023 ANNUAL REPORT

Commitments and contingencies

Pursuant to GAAP, accruals for estimated losses are recorded at the time information becomes available indicating that losses are probable and that the amounts are reasonably estimable.

In accordance with the requirements of ASC 450, “Contingencies,” the Company records accruals for estimated losses at the time information becomes available indicating that losses are probable and that the amounts are reasonably estimable.

As is the case with other companies in similar industries, the Company faces exposure from actual or potential claims and legal proceedings from a variety of sources.

5 unchanged sentences

At December 31, 2024 and 2023, the Company’s accrual for environmental contingencies related to the Spartanburg site totaled $ 5,096 and $ 5,259 , respectively.

The Spartanburg site and related environmental liabilities are part of the pending sale of TFP to Toppan.

Accordingly, these accruals are reflected in “Current liabilities of discontinued operations” on the Company’s Consolidated Balance Sheets.

The Company cannot currently estimate its potential liability, damages or range of potential loss, if any, beyond the amounts accrued with respect to this exposure.

5 unchanged sentences

However, the Company does not believe that the resolution of these matters has a reasonable possibility of having a material adverse effect on the Company’s financial statements.

At December 31, 2023 and 2022, the Company’s accrual for these other sites totaled $ 1,992 and $ 1,840 , respectively.

As of December 31, 2023 and 2022, the Company (and its subsidiaries) had accrued $ 7,251 and $ 7,265 , respectively, related to environmental contingencies.

These accruals are included in “ Accrued expenses and other ” on the Company’s Consolidated Balance Sheets.

As of December 31, 2023, the Company had long-term obligations to purchase electricity and steam, which it uses in its production processes, as well as long-term purchase commitments for certain raw materials, principally old corrugated containers.

At December 31, 2024 and 2023, the Company’s accrual for these other sites totaled $ 1,933 and $ 1,992 , respectively, and are included in “Accrued expenses and other” on the Company’s Consolidated Balance Sheets.

As of December 31, 2024, the Company had long-term obligations to purchase electricity and steam, which it uses in its production processes, as well as long-term purchase commitments for raw materials.

These purchase commitments require the Company to make total payments of approximately $ 82,554 , as follows:

6 unchanged sentences

On April 20, 2021, the Board authorized the repurchase of the Company’s common stock in an aggregate amount of up to $ 350,000 .

A total of $ 137,972 remained available for share repurchases under this authorization as of December 31, 2022 and December 31, 2023.

No shares were purchased under this authorization during 2024 or 2023.

The following transactions occurred during 2021:

• On May 6, 2021, the Company repurchased approximately 53,500 shares for $ 3,615 from a private stockholder based upon the average closing stock price on that day.

• On May 10, 2021, the Company entered into an accelerated share repurchase agreement (“ASR Agreement”) with a financial institution to repurchase outstanding shares of the Company’s common stock.

In exchange for an upfront payment of $ 150,000 , which was funded with available cash on hand, the financial institution delivered 1,751,825 initial shares to the Company, representing 80 % of the expected number of shares to be repurchased during the repurchase period based upon an estimated average repurchase price of $ 68.50 per share.

The initial shares received were retired by the Company.

The final number of shares repurchased and retired was based on the Company’s volume-weighted average share price during the repurchase period, less a discount and subject to certain adjustments.

• Pursuant to the ASR Agreement, the financial institution elected to accelerate the settlement of the transaction in two tranches.

On July 21, 2021, the financial institution transferred 167,743 additional shares to the Company based upon an effective settlement price of $ 66.52 and a notional value of $ 50,000 , or one third of the total $ 150,000 prepayment.

On July 26, 2021, the financial institution transferred 336,996 additional shares to the Company upon full settlement of the remaining $ 100,000 notional value of the transaction at the final settlement price of $ 66.45 .

• On October 25, 2021, the Company entered into a Rule 10b5-1 Repurchase Plan with a financial institution to repurchase outstanding shares of the Company's common stock pursuant to its Board authorization.

The Company repurchased and retired 976,191 shares for $ 58,413 prior to the termination of the trading period on November 23, 2021.

The costs of these share repurchases were allocated to “Capital in excess of stated value” on the Company's Consolidated Balance Sheet as of the fiscal period ended December 31, 2021.

The Company occasionally repurchases shares of its common stock to satisfy employee tax withholding obligations in association with the exercise of SARs, RSUs, and PCSUs.

A total of $ 137,972 remained available for share repurchases under this authorization as of December 31, 2024 and December 31, 2023.

The Company occasionally repurchases shares of its common stock to satisfy employee tax withholding obligations in association with the exercise of RSUs, PCSUs, and SARs.

These repurchases, which are not part of a publicly announced plan or program, totaled 164,402 shares during 2024, 175,665 shares during 2023, and 79,347 shares during 2022, at a cost of $ 9,246 , $ 10,617 and $ 4,547 , respectively.

3 unchanged sentences

2024 2023 2022

Net income/(loss) attributable to Sonoco $ 474,959 $ 466,437 $ ( 85,477 )

Net income from continuing operations $ 67,565 $ 379,644 $ 378,410

Net loss/(income) from continuing operations attributable to noncontrolling interests

180 ( 768 ) ( 284 )

Net income from continuing operations attributable to Sonoco 67,745 378,876 378,126

Net income attributable to Sonoco $ 163,949 $ 474,959 $ 466,437

Weighted average common shares outstanding 98,637 98,294 97,991

2 unchanged sentences

Per common share:

Income/(Loss) available to common shareholders:

Basic $ 4.83 $ 4.76 $ ( .86 )

Diluted $ 4.80 $ 4.72 $ ( .86 )

Basic earnings per common share:

Net income from continuing operations $ 0.69 $ 3.85 $ 3.86

Net income attributable to Sonoco $ 1.66 $ 4.83 $ 4.76

Diluted earnings per common share:

Net income from continuing operations $ 0.68 $ 3.83 $ 3.83

Net income attributable to Sonoco $ 1.65 $ 4.80 $ 4.72

Cash dividends $ 2.07 $ 2.02 $ 1.92

No adjustments were made to “Net income/(loss) attributable to Sonoco” in the computations of net income/(loss) attributable to Sonoco per common share.

No adjustments were made to “Net income attributable to Sonoco” in the computations of net income attributable to Sonoco per common share.

Anti-dilutive securities

1 unchanged sentence

Certain SARs are not dilutive because either the exercise price is greater than the average market price of the stock during the reporting period or assumed repurchases from proceeds from the exercise of the SARs were anti-dilutive.

The average number of shares that were not dilutive and therefore not included in the computation of diluted income/ (loss) per share was as follows for the years ended December 31, 2023, 2022 and 2021 (in thousands):

The average number of shares that were not dilutive and therefore not included in the computation of diluted income per share was as follows for the years ended December 31, 2024, 2023 and 2022 (in thousands):

2024 2023 2022

1 unchanged sentence

These SARs may become dilutive in future periods if the market price of the Company’s common stock appreciates.

Diluted earnings per share is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued, unless doing so is anti-dilutive.

Such securities have an anti-dilutive impact in those periods in which a loss is reported.

Diluted net loss per share of common stock for the year ended December 31, 2021 is the same as basic net loss per share because otherwise dilutive securities are excluded from the computation of diluted net loss per share.

The number of potentially dilutive securities excluded from the computation of diluted net loss per share during the year ended December 31, 2021 was 470 .

Noncontrolling interests

In April 2015, the Company acquired a 67 % controlling interest in Graffo Paranaense de Embalagens S/A (“Graffo”).

Prior to March 31, 2022, the Company consolidated 100% of Graffo, with the partner's 33 % share included in “Noncontrolling Interests” within the equity section of the balance sheet.

On March 31, 2022, the Company paid $ 14,474 in cash to acquire the remaining 33 % ownership interest from the three noncontrolling partners, which resulted in a $ 6,116 reduction in noncontrolling interest, a $ 7,080 charge to capital in excess of stated value, and a $ 1,278 reduction to accrued expenses and other on the Company's Consolidated Balance Sheet.

On December 4, 2024, the Company completed the acquisition of Eviosys.

The acquisition included operations in the Ivory Coast and Morocco, which are owned 85.2 % and 99.34 %, respectively, by the Company.

The Company fully consolidates these operations and reflects our partners’ ownership in noncontrolling interests on the Company’s Consolidated Balance Sheet as of December 31, 2024.

The total amount of noncontrolling interests acquired was $ 9,533 .

In November 2024, the Company completed the sale of two production facilities in China, both of which were part of the Company’s Industrial Paper Packaging segment.

In addition, a production facility that was less than 100% owned by the Company was divested as a part of the sale and the disposition of the noncontrolling interest of $ 2,043 is reflected in the Company’s total loss on the divestiture.

This loss is reported in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income for the year ended December 31, 2024.

See Note 4 for additional information.

On March 31, 2022, the Company paid $ 14,474 in cash to acquire the remaining 33 % ownership interest in Graffo Paranaense de Embalagens S/A (“Graffo”).

The transaction resulted in a $ 6,116 reduction in noncontrolling interest, a $ 7,080 charge to capital in excess of stated value, and a $ 1,278 reduction to accrued expenses and other on the Company’s Consolidated Balance Sheet.

Graffo is part of the Company’s Thermoformed and Flexibles Packaging business and is included in the pending sale of TFP to Toppan.

See Notes 1 and 2 for additional information.

F-44 FORM 10-K SONOCO 2024 ANNUAL REPORT

Segment reporting

The Company’s operating and reporting structure consists of two reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other.

The Company operates under two reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other.

The products produced and sold within the Consumer Packaging segment are generally used to package a variety of consumer products and consist primarily of round and shaped rigid paper, steel and plastic containers;

metal and peelable membrane ends, closures, and components;

thermoformed plastic trays;

and high-barrier flexible packaging.

and metal and peelable membrane ends, closures, and components.

The primary products produced and sold within the Industrial Paper Packaging segment include paperboard tubes, cones, and cores;

1 unchanged sentence

and uncoated recycled paperboard.

Effective January 1, 2024, the Company began conducting its recycling operations, part of the Industrial Paper Packaging segment, as a procurement function.

As a result, no recycling net sales were recorded and the margin from the Company’s recycling operations reduced “Cost of sales” for the year ended December 31, 2024.

The primary products produced within the All Other group of businesses consist of a variety of packaging materials, including plastic, paper, foam, and various other specialty materials.

Effective January 1, 2024, the Company will integrate its flexible packaging and thermoforming packaging businesses within the Consumer Packaging segment in order to streamline operations, enhance customer service and better position the business for accelerated growth.

As a result, the Company will change its operating and reporting structure to reflect the way it plans to manage its operations, evaluate performance, and allocate resources going forward.

Therefore, in future reporting periods, the Company’s consumer thermoforming businesses will move from the All Other group of businesses to the Consumer Packaging segment.

The Company’s Industrial Paper Packaging segment will not be affected by these changes.

As of and for the year ended December 31, 2023, there were no changes to the manner in which the Company reviewed financial information at the segment level;

therefore, these changes had no impact on our reporting structure.

F-39 FORM 10-K SONOCO 2023 ANNUAL REPORT

The following table sets forth financial information about each of the Company’s business segments and All Other group of businesses:

Years ended December 31

Industrial Paper Packaging All Other Corporate Consolidated

Total Revenue

2023 $ 3,639,759 $ 2,475,935 $ 789,781 $ — $ 6,905,475

2022 3,774,957 2,818,778 808,069 — 7,401,804

2021 2,373,583 2,578,379 768,476 — 5,720,438

The Company’s chief operating decision maker (“CODM”) is the chief executive officer.

The CODM assesses segment performance and allocates resources to each segment by using each segment’s operating profit.

The chief operating decision maker uses operating profit for each segment in the annual budgeting and forecasting process as well as reviewing segment operating profit quarterly when making decisions about allocating capital and operating resources to segments.

Disaggregated assets by segment are not disclosed since segment assets are not regularly provided to the CODM.

Segment operating profit viewed by the Company to evaluate segment performance does not include the following:

restructuring/asset impairment charges;

amortization of acquisition intangibles;

gains/losses from the sale of businesses or other assets;

acquisition, integration and divestiture-related costs;

changes in LIFO inventory reserves;

derivative gains/losses;

or certain other items, if any, the exclusion of which the Company’s management believes improves the comparability and analysis of the ongoing operating performance of the business.

All other general corporate expenses have been allocated as operating costs to each of the Company’s reportable segments and the All Other group of businesses, except for costs related to discontinued operations.

Segment financial information

The following table sets forth financial information about each of the Company’s reportable segments:

Year Ended December 31, 2024 Consumer Packaging Industrial Paper Packaging Total Reportable Segments

Sales from external customers $ 2,531,852 $ 2,349,488 $ 4,881,340

Intersegment sales (1)

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$ 2,539,874 $ 2,461,170 $ 5,001,044

2021 5,236 114,067 10,697 — 130,000

Sales to Unaffiliated Customers

2023 $ 3,626,977 $ 2,374,113 $ 780,202 $ — $ 6,781,292

2022 3,767,956 2,684,563 798,033 — 7,250,552

Reconciliation of sales

Other sales (2)

Elimination of intersegment sales ( 126,786 )

Total consolidated sales $ 5,305,365

Cost of sales (4)

$ ( 2,041,078 ) $ ( 1,818,324 )

Income/(Loss) Before Income Taxes 2

Other segment items (5)

( 203,964 ) ( 371,192 )

Segment operating profit $ 294,832 $ 271,654 $ 566,486

Other segment disclosures:

Equity in earnings of affiliates, net of tax $ 365 $ 9,223

Depreciation, depletion and amortization (6)

$ 109,355 $ 116,149

Intersegment sales are recorded at a market-related transfer price.

Sales from businesses below the quantitative threshold are attributable to the group of businesses within All Other.

The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

Cost of sales of reportable segments excludes certain costs, primarily changes in LIFO inventory reserves, net gains or losses from derivatives, and acquisition, integration and divestiture-related costs.

Other segment items consists of:

Consumer Packaging:

Labor and benefits, consulting and professional services, travel, communication, facilities and supplies.

Industrial Paper Packaging:

Labor and benefits, consulting and professional services, travel, communication, facilities and supplies.

Represents significant segment expenses that are regularly provided to the CODM and are included in cost of sales and other segment items within segment operating profit.

F-45 FORM 10-K SONOCO 2024 ANNUAL REPORT

Year Ended December 31, 2023 Consumer Packaging Industrial Paper Packaging Total Reportable Segments

Sales from external customers $ 2,471,048 $ 2,374,113 $ 4,845,161

Intersegment sales (1)

5,171 101,822 106,993

Identifiable Assets 3

$ 2,476,219 $ 2,475,935 $ 4,952,154

Reconciliation of sales

Other sales (2)

Elimination of intersegment sales ( 115,170 )

Total consolidated sales $ 5,441,426

Cost of sales (4)

$ ( 1,999,514 ) $ ( 1,809,803 )

Other segment items (5)

( 190,943 ) ( 348,215 )

Segment operating profit $ 285,762 $ 317,917 $ 603,679

Other segment disclosures:

Equity in earnings of affiliates, net of tax $ 564 $ 9,783

Depreciation, depletion and amortization (6)

$ 95,340 $ 104,723

Intersegment sales are recorded at a market-related transfer price.

Sales from businesses below the quantitative threshold are attributable to the group of businesses within All Other.

The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

Other segment items consists of:

Consumer Packaging:

Labor and benefits, consulting and professional services, travel, communication, facilities and supplies.

Industrial Paper Packaging:

Labor and benefits, consulting and professional services, travel, communication, facilities and supplies.

Represents significant segment expenses that are regularly provided to the CODM and are included in cost of sales and other segment items within segment operating profit.

Year Ended December 31, 2022 Consumer Packaging Industrial Paper Packaging Total Reportable Segments

Sales from external customers $ 2,564,004 $ 2,684,563 $ 5,248,567

Intersegment sales (1)

1,779 134,214 135,993

$ 2,565,783 $ 2,818,777 $ 5,384,560

Capital Expenditures

Reconciliation of sales

Other sales (2)

Elimination of intersegment sales ( 145,563 )

Total consolidated sales $ 5,859,327

Cost of sales (4)

$ ( 1,981,621 ) $ ( 2,109,080 )

Other segment items (5)

( 142,006 ) ( 381,838 )

Segment operating profit $ 442,156 $ 327,859 $ 770,015

Other segment disclosures:

Equity in earnings of affiliates, net of tax $ 485 $ 13,722

Depreciation, depletion and amortization (6)

$ 84,049 $ 91,944

Intersegment sales are recorded at a market-related transfer price.

Included in Corporate above are restructuring/asset impairment charges, changes in LIFO inventory reserves, net, gains or losses from derivatives, gains or losses from the divestiture of businesses and other assets, acquisition, integration and divestiture-related costs, amortization of acquired intangibles, and other non-operating income and expenses associated with the following segments:

Industrial Paper

Packaging All Other

Corporate Total

Sales from businesses below the quantitative threshold are attributable to the group of businesses within All Other.

The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

Other segment items consists of:

Consumer Packaging:

Labor and benefits, consulting and professional services, travel, communication, facilities and supplies.

Industrial Paper Packaging:

Labor and benefits, consulting and professional services, travel, communication, facilities and supplies.

Represents significant segment expenses that are regularly provided to the CODM and are included in cost of sales and other segment items within segment operating profit.

F-46 FORM 10-K SONOCO 2024 ANNUAL REPORT

Reconciliation of segment operating profit to income from continuing operations before income taxes:

2024 2023 2022

Segment operating profit $ 566,486 $ 603,679 $ 770,015

Other operating profits (1)

53,278 85,148 58,240

Unallocated amounts:

Restructuring/Asset impairment charges ( 65,370 ) ( 47,909 ) ( 52,385 )

Amortization of acquisition intangibles ( 78,595 ) ( 67,323 ) ( 60,263 )

(Loss)/Gain from divestiture of business and other assets ( 23,452 ) 78,929 —

Acquisition, integration and divestiture-related costs ( 91,600 ) ( 24,624 ) ( 70,210 )

Changes in LIFO inventory reserves 6,263 11,817 ( 28,445 )

Derivative gains/(losses) 7,225 1,912 ( 8,767 )

Other corporate costs (2)

( 46,675 ) ( 42,254 ) ( 45,210 )

The remaining amounts reported as Corporate consist of:

Other operating income/(charges), net (3)

( 982 ) ( 10,326 ) 380

Other (expenses)/income, net ( 104,200 ) 39,657 —

Non-operating pension costs ( 13,842 ) ( 14,312 ) ( 7,073 )

Interest expense ( 172,620 ) ( 135,393 ) ( 100,875 )

Interest income 27,570 10,026 4,527

non-operating pension costs;

and portions of acquisition, integration and divestiture-related costs, restructuring, other income, net, and other non-operating income and expenses not associated with a particular segment.

Identifiable assets are those assets used by each segment in its operations.

Corporate assets consist primarily of cash and cash equivalents, investments in affiliates, headquarters facilities, deferred income taxes and prepaid expenses.

Depreciation and depletion incurred at Corporate are allocated to the reportable segments.

Income from continuing operations before income taxes $ 63,486 $ 489,027 $ 459,934

Operating profit from segments below the quantitative threshold are attributable to the group of businesses within All Other.

Other corporate costs represent recurring operating expenses previously allocated to TFP that will remain with Sonoco subsequent to the divestiture.

Primarily consists of insurance gains offset by consulting fees in 2024 and losses related to highly inflationary accounting in Turkey and consulting fees, partially offset by insurance gains, in 2023.

Reconciliation of other segment disclosures to consolidated totals:

2024 2023 2022

Equity in earnings of affiliates, net of tax

Consumer Packaging $ 365 $ 564 $ 485

Industrial Paper Packaging 9,223 9,783 13,722

Reportable Segment Total 9,588 10,347 14,207

Adjustments — — —

Consolidated Total $ 9,588 $ 10,347 $ 14,207

Depreciation, depletion and amortization

Consumer Packaging $ 109,355 $ 95,340 $ 84,049

Industrial Paper Packaging 116,149 104,723 91,944

Reportable Segment Total 225,504 200,063 175,993

90,557 81,966 74,540

Consolidated Total $ 316,061 $ 282,029 $ 250,533

Other represents depreciation, depletion and amortization expense for the All Other group of businesses and total amortization of acquisition intangibles for Sonoco, excluding discontinued operations.

F-47 FORM 10-K SONOCO 2024 ANNUAL REPORT

17 unchanged sentences

Sales are attributed to countries/regions based upon the plant location from which products are shipped.

Long-lived assets are comprised of investments in affiliates, property, plant and equipment, and goodwill and other intangible assets (see Notes 1, 6 and 8).

Long-lived assets are comprised of property, plant and equipment, goodwill, other intangible assets, and investments in affiliates (see Notes 1, 7 and 9).

Accumulated other comprehensive loss

5 unchanged sentences

$ ( 338,316 ) $ ( 90,973 ) $ ( 794 ) $ ( 430,083 )

Other comprehensive (loss)/income before reclassifications ( 72,987 ) ( 3,471 ) 3,244 ( 73,214 )

Amounts reclassified from accumulated other comprehensive loss to net income 3,747 3,895 ( 5,593 ) 2,049

Amounts reclassified from accumulated other comprehensive loss to fixed assets — — 507 507

Other comprehensive (loss)/income ( 69,240 ) 424 ( 1,842 ) ( 70,658 )

Balance at December 31, 2022 $ ( 338,316 ) $ ( 90,973 ) $ ( 794 ) $ ( 430,083 )

Other comprehensive income/(loss) before reclassifications

68,705 ( 16,305 ) 6,622 59,022

Amounts reclassified from accumulated other comprehensive loss to net income 2,033 7,651 ( 5,177 ) 4,507

1 unchanged sentence

Other comprehensive income/(loss)

70,738 ( 8,654 ) 1,737 63,821

Balance at December 31, 2023

$ ( 267,578 ) $ ( 99,627 ) $ 943 $ ( 366,262 )

Other comprehensive (loss)/income before reclassifications

( 146,856 ) 4,636 ( 3,213 ) ( 145,433 )

Amounts reclassified from accumulated other comprehensive loss to net income 3,503 4,378 1,080 8,961

Other comprehensive (loss)/income

( 143,353 ) 9,014 ( 2,133 ) ( 136,472 )

Balance at December 31, 2024

$ ( 410,931 ) $ ( 90,613 ) $ ( 1,190 ) $ ( 502,734 )

F-48 FORM 10-K SONOCO 2024 ANNUAL REPORT

3 unchanged sentences

Foreign currency items

Loss on Russia restructuring (see Note 4) $ — $ ( 3,747 ) Restructuring/Asset impairment charges

Loss on RTS Packaging investment (see Note 3) ( 2,033 ) — Other income, net

( 2,033 ) ( 3,747 ) Net income/(loss)

Loss on Protexic and China divestitures $ ( 3,503 ) $ — (Loss)/Gain on divestiture of business and other assets

Loss on RTS Packaging investment (see Note 4)

— ( 2,033 ) Other (expenses)/income, net

( 3,503 ) ( 2,033 ) Net income

Defined benefit pension items (see Note 15)

Pension-related loss upon purchase of remaining interest in RTS Packaging joint venture ( 4,756 ) — Other income, net

Effect of settlement loss ( 1,010 ) ( 479 ) Non-operating pension cost

Effect of curtailment loss — ( 43 ) Non-operating pension cost

Amortization of defined benefit pension items ( 4,458 ) ( 6,472 ) Non-operating pension cost

( 10,224 ) ( 6,994 ) Income/(loss) before income taxes

2,573 3,099 Provision for/(Benefit from) income taxes

( 7,651 ) ( 3,895 ) Net income/(loss)

Pension-related loss upon purchase of remaining interest in RTS Packaging joint venture — ( 4,756 ) Other (expenses)/income, net

Effect of settlement loss ( 530 ) ( 1,010 ) Non-operating pension costs

Amortization of defined benefit pension items ( 4,822 ) ( 4,458 ) Non-operating pension costs

( 5,352 ) ( 10,224 ) Income from continuing operations before income taxes

974 2,573 Provision for income taxes

( 4,378 ) ( 7,651 ) Net income

Gains and losses on cash flow hedges (see Note 12)

2 unchanged sentences

Commodity contracts ( 28 ) ( 32 ) Cost of sales

7,100 7,556 Income/(loss) before income taxes

( 1,923 ) ( 1,963 ) Provision for/(Benefit from) income taxes

5,177 5,593 Net income/(loss)

Amounts reclassified to net income from accumulated other comprehensive loss $ ( 4,507 ) $ ( 2,049 ) Net income/(loss)

( 1,455 ) 7,100 Income from continuing operations before income taxes

375 ( 1,923 ) Provision for income taxes

( 1,080 ) 5,177 Net income

Amounts reclassified to net income from accumulated other comprehensive loss $ ( 8,961 ) $ ( 4,507 ) Net income

The following table summarizes the tax expense/(benefit) for the components of other comprehensive income/(loss):

3 unchanged sentences

Foreign currency items:

Other comprehensive income/(loss) before reclassifications

Other comprehensive (loss)/income before reclassifications

$ ( 140,210 ) $ ( 6,646 ) $ ( 146,856 ) $ 67,411 $ 1,294 $ 68,705

Amounts reclassified from accumulated other comprehensive loss to net income 3,503 — 3,503 2,033 — 2,033

Net other comprehensive income/(loss) from foreign currency items 69,444 1,294 70,738 ( 69,240 ) — ( 69,240 )

Net other comprehensive (loss)/income from foreign currency items

( 136,707 ) ( 6,646 ) ( 143,353 ) 69,444 1,294 70,738

Defined benefit pension items:

Other comprehensive (loss)/ income before reclassifications ( 21,815 ) 5,510 ( 16,305 ) ( 3,365 ) ( 106 ) ( 3,471 )

Amounts reclassified from accumulated other comprehensive loss to net income 10,224 ( 2,573 ) 7,651 6,994 ( 3,099 ) 3,895

Net other comprehensive (loss)/income from defined benefit pension items (a)

Other comprehensive income/(loss) before reclassifications

2,395 2,241 4,636 ( 21,815 ) 5,510 ( 16,305 )

Amounts reclassified from accumulated other comprehensive income/(loss) to net income

5,352 ( 974 ) 4,378 10,224 ( 2,573 ) 7,651

Net other comprehensive income/(loss) from defined benefit pension items

7,747 1,267 9,014 ( 11,591 ) 2,937 ( 8,654 )

Cash flow hedges:

Other comprehensive income/(loss) before reclassifications 9,081 ( 2,459 ) 6,622 4,312 ( 1,068 ) 3,244

Amounts reclassified from accumulated other comprehensive loss to net income ( 7,100 ) 1,923 ( 5,177 ) ( 7,556 ) 1,963 ( 5,593 )

Other comprehensive (loss)/income before reclassifications

( 4,329 ) 1,116 ( 3,213 ) 9,081 ( 2,459 ) 6,622

Amounts reclassified from accumulated other comprehensive income/(loss) to net income

1,455 ( 375 ) 1,080 ( 7,100 ) 1,923 ( 5,177 )

Amounts reclassified from accumulated other comprehensive loss to fixed assets — — — 401 ( 109 ) 292

Net other comprehensive (loss)/income from cash flow hedges ( 2,874 ) 741 ( 2,133 ) 2,382 ( 645 ) 1,737

Other comprehensive income/(loss) $ 60,235 $ 3,586 $ 63,821 $ ( 68,050 ) $ ( 2,608 ) $ ( 70,658 )

(a) The net other comprehensive (loss)/income from defined benefit pension items includes pretax changes of $ 1,391 during the year ended December 31, 2022 related to the Company’s former equity method investment in RTS Packaging.

F-42 FORM 10-K SONOCO 2023 ANNUAL REPORT

Subsequent events

On January 30, 2024, the Company entered into a definitive agreement to sell its Protective Solutions business, part of the All Other group of businesses, to Black Diamond Capital Management, LLC for an estimated $ 80,000 in cash.

The transaction is expected to be completed in the first half of 2024, subject to the satisfaction or waiver of customary closing conditions.

This business provides foam components and integrated material solutions for various industrial end markets.

The business operates nine manufacturing facilities and has approximately 900 employees.

This sale is the result of the Company’s continuing evaluation of its business portfolio and is consistent with its strategic and investment priorities.

Other comprehensive (loss)/income

$ ( 131,834 ) $ ( 4,638 ) $ ( 136,472 ) $ 60,235 $ 3,586 $ 63,821

F-49 FORM 10-K SONOCO 2024 ANNUAL REPORT

Selected quarterly financial data

The following table sets forth selected quarterly financial data of the Company for the years ended December 31, 2024 and December 31, 2023 :

(unaudited) First

Net sales $ 1,308,636 $ 1,278,801 $ 1,354,652 $ 1,363,276

Gross profit 271,217 285,295 299,748 282,973

Net income/(loss) from continuing operations 35,512 57,410 31,392 ( 56,749 )

Net income from discontinued operations 29,761 33,541 19,817 13,256

Net income/(loss) attributable to Sonoco 65,177 90,811 50,921 ( 42,960 )

Weighted average common shares outstanding:

Basic 98,498 98,671 98,683 98,700

Diluted 99,159 99,241 99,267 98,700

Per common share:

Basic Earnings/(Loss) Per Common Share:

Continuing operations $ 0.36 $ 0.58 $ 0.32 $ ( 0.57 )

Discontinued operations 0.30 0.34 0.20 0.13

Basic earnings/(loss) per share attributable to Sonoco $ 0.66 $ 0.92 $ 0.52 $ ( 0.44 )

Diluted Earnings/(Loss) Per Common Share:

Continuing operations $ 0.36 $ 0.58 $ 0.31 $ ( 0.57 )

Discontinued operations 0.30 0.34 0.20 0.13

Diluted earnings/(loss) per share attributable to Sonoco $ 0.66 $ 0.92 $ 0.51 $ ( 0.44 )

Cash dividends $ 0.51 $ 0.52 $ 0.52 $ 0.52

Net sales $ 1,386,972 $ 1,337,589 $ 1,381,130 $ 1,335,735

Gross profit 314,796 291,946 307,848 287,979

Net income from continuing operations 121,954 84,638 111,946 61,106

Net income from discontinued operations 26,310 30,111 19,112 20,724

Net income attributable to Sonoco 148,319 114,649 130,749 81,242

Weighted average common shares outstanding:

Basic 98,167 98,325 98,337 98,349

Diluted 98,615 98,872 98,912 99,164

Per common share:

Basic Earnings Per Common Share:

Continuing operations $ 1.24 $ 0.86 $ 1.14 $ 0.61

Discontinued operations 0.27 0.31 0.19 0.21

Basic earnings per share attributable to Sonoco $ 1.51 $ 1.17 $ 1.33 $ 0.82

Diluted Earnings Per Common Share:

Continuing operations $ 1.23 $ 0.86 $ 1.13 $ 0.61

Discontinued operations 0.27 0.30 0.19 0.21

Diluted earnings per share attributable to Sonoco $ 1.50 $ 1.16 $ 1.32 $ 0.82

Cash dividends $ 0.49 $ 0.51 $ 0.51 $ 0.51

50 FORM 10-K SONOCO 2024 ANNUAL REPORT

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data