HWM 8-K Current Reports

Howmet Aerospace Inc. 8-K Report, Financial Results (Aug 6, 2026)

Howmet Aerospace reported strong second quarter 2026 results, with revenue of $2.55 billion, up 24% year over year and 21% on an organic basis. GAAP and adjusted EPS were both $1.33, up 33% and 46% respectively from the prior year. Adjusted EBITDA rose 39% to $817 million, and adjusted EBITDA margin expanded about 340 basis points to 32.1%, with growth across commercial aerospace, defense aerospace, and gas turbines. Free cash flow was $479 million, up 39%, and year-to-date free cash flow of $838 million is up 75%. Growth was supported by the April 2026 acquisition of CAM for approximately $1.8 billion, which contributed to revenue and margin results. Segment performance was led by Engine Products, where revenue rose 32% and segment adjusted EBITDA margin reached 37.7%. Fastening Systems revenue rose 37%, while Engineered Structures revenue declined 13% after the Savannah disk forging divestiture. Forged Wheels revenue rose 14% despite an 8% decline in commercial transportation volumes, which was offset by aluminum pass-through pricing. Management raised full-year 2026 guidance. Baseline revenue is now $10.05 billion, with a range of $10.00 to $10.10 billion. Baseline adjusted EBITDA is $3.23 billion, adjusted EPS is $5.27 (up $0.33 at the midpoint), and free cash flow is $1.90 billion (up $150 million at the midpoint). Q3 2026 guidance calls for revenue of $2.565 to $2.585 billion and adjusted EPS of $1.34 to $1.36. Capital allocation remained active. Howmet repurchased $300 million of stock in Q2 and another $200 million in July, bringing year-to-date repurchases to $800 million, which already exceeds all of 2025. Remaining authorization stood at $697 million as of August 6. The quarterly dividend was raised 17% to $0.14 per share. Total debt increased to roughly $4.5 billion, reflecting CAM financing, though management expects to return to pre-CAM leverage levels quickly. Management also flagged rising capital expenditure needs for 2027 to support growth in aerospace and gas turbines. Overall, the filing shows broad-based operating momentum, margin expansion, and strong cash generation, alongside a higher-leverage balance sheet and an increasingly capital-intensive growth outlook. Investors will likely focus on whether margin gains and free cash flow can be sustained as integration of CAM proceeds and as capital spending increases in 2027.

Aug 6, 2026 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (May 28, 2026)

Howmet Aerospace's Form 8-K contains two items. The first recasts 2023–2025 segment results to move one titanium alloy facility at Whitehall, Michigan from Engine Products to Engineered Structures, reflecting a first-quarter 2026 reorganization by the CODM. The recast has no effect on consolidated sales, earnings, balance sheet, cash flows, or equity, and it is not a restatement. Investors comparing segment trends should use the recast figures in Exhibit 99.1, since they shift revenue and EBITDA between the two segments and will change historical segment growth and margin comparisons. The second item is a debt management action. On May 22, 2026, Howmet prepaid the remaining principal of its JPY Term Loan Facility (about $187 million, funded from cash on hand) and entered into a cross-currency swap that synthetically converts the $300 million 6.750% Notes due 2028 into a yen liability of about ¥47,760 million at a fixed rate near 3.88%. Noteholders are still owed the original dollar amounts. Management expects this to reduce annual interest expense by about $12 million. This also removes the November 2026 JPY term loan maturity from the refinancing calendar. The company is also filing a new Form S-3 shelf registration for senior debt securities to replace the expired shelf. This 8-K is incorporated into that registration, which signals continued access to the debt markets, possibly to help fund the pending CAM acquisition. The filing contains no new financial results or guidance.

May 28, 2026 8-K

Shareholder Matters

Howmet Aerospace Inc. 8-K Report, Shareholder Vote Results (May 26, 2026)

Howmet Aerospace Inc. (HWM) filed an 8-K report on May 26, 2026, detailing the outcomes of its 2026 annual shareholder meeting held on May 19, 2026. The primary focus of this filing is the results of shareholder votes on key matters, including the election of directors, ratification of the independent auditor, and an advisory vote on executive compensation. The meeting saw strong shareholder support for the proposed slate of nine director nominees, all of whom were elected for one-year terms. Additionally, shareholders overwhelmingly ratified the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2026. While the election of directors and auditor ratification received robust approval, the advisory vote on executive compensation, though approved, showed a more divided shareholder sentiment with a significant percentage voting against it. This indicates a potential area for management to address or further clarify its compensation practices with investors. The filing also confirms the total number of shares outstanding and represented at the meeting, providing transparency on shareholder participation.

May 26, 2026 8-K

Acquisitions & Dispositions

Howmet Aerospace Inc. 8-K Report, Financial Results (May 7, 2026)

Howmet Aerospace (HWM) reported first quarter 2026 results that were strong on nearly every measure. Revenue rose 19% year over year to $2.31 billion, GAAP diluted EPS was $1.44 (up 71%), and adjusted EPS was $1.22 (up 42%). Operating margin expanded to 32.6% from 25.4%, but GAAP results were flattered by a $93 million pre-tax gain on the sale of the Savannah, GA disk forging facility, which was excluded from adjusted metrics. Adjusted EBITDA reached $740 million (up 32%), with the adjusted EBITDA margin up about 320 basis points to 32.0%. Growth was broad-based, led by gas turbines (+39%), commercial aerospace (+20%), and defense (+10%), while Forged Wheels revenue rose 17% despite an 11% volume decline in commercial transportation. The quarter was also marked by significant portfolio and capital activity. Howmet completed the roughly $1.8 billion acquisition of Consolidated Aerospace Manufacturing (CAM) on April 6, 2026, funded by $1.2 billion of notes and $450 million of commercial paper. Cash rose to $2.4 billion at quarter-end, but total debt increased substantially, with long-term debt reaching $4.05 billion and short-term borrowings at $450 million. Free cash flow was $359 million, and the company repurchased $300 million of stock in the quarter and another $150 million in April. Management raised full-year 2026 guidance: revenue to a $9.65 billion baseline (up $550 million), adjusted EBITDA to $3.06 billion (up $300 million), adjusted EPS to $4.94 (up $0.49), and free cash flow to $1.75 billion (up $150 million). Management said the portfolio changes add about $275 million of revenue in 2026, with EPS impact insignificant in 2026 and accretive in 2027. For investors, the key takeaways are the strong operating momentum, the guidance raise, and the leverage increase from the CAM financing. Investors should note that the GAAP beat was partly driven by a one-time gain, and that the company's balance sheet now carries materially more debt, which it offset in part with a Fitch upgrade to A- in February 2026.

May 7, 2026 8-K

Howmet Aerospace Inc. 8-K Report, Acquisition Completed (Apr 6, 2026)

Howmet Aerospace Inc. (HWM) has announced the completion of its acquisition of Consolidated Aerospace Manufacturing, LLC from Stanley Black & Decker for approximately $1.8 billion in cash. This strategic move marks a significant expansion for Howmet Aerospace, bolstering its capabilities and market position within the aerospace manufacturing sector. The acquisition is expected to be accretive to earnings and enhance the company's overall growth trajectory.

Apr 6, 2026 8-K

Regulation FD

Howmet Aerospace Inc. 8-K Report, Regulation FD Disclosure (Apr 6, 2026)

Howmet Aerospace Inc. (HWM) has filed an 8-K report on April 6, 2026, to announce the public availability of its 2025 Environmental, Social, and Governance (ESG) Report. This report details the company's commitments and performance across environmental, social, and governance initiatives during the 2025 fiscal year. While the report is being made available, it is furnished under Regulation FD and is not considered 'filed' under Section 18 of the Exchange Act, meaning it does not carry the same legal liabilities and is not automatically incorporated into other SEC filings. Investors interested in Howmet Aerospace's long-term strategy, risk management, and corporate responsibility should review the 2025 ESG Report. This document provides insights into how the company is addressing sustainability, ethical practices, and corporate governance, which can be crucial factors in assessing the company's overall health and future prospects beyond traditional financial metrics. The disclosure emphasizes the company's commitment to transparency in these important areas.

Apr 6, 2026 8-K

Regulation FDExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Regulation FD Disclosure (Mar 10, 2026)

Howmet Aerospace (HWM) filed a Form 8-K on March 10, 2026 under Item 7.01 (Regulation FD) to furnish its Technology and Markets Day presentation (Exhibit 99.1). The filing itself contains no new financial results, no restated guidance beyond what was previously provided, and no material transaction announcement; it is a presentation disclosure, and the furnished material is explicitly not deemed "filed" under Section 18 of the Exchange Act. The presentation reinforces the company's narrative of a multi-year growth and margin story. Management highlighted that 2020-2025 delivered roughly 9% revenue CAGR, ~17% Adjusted EBITDA CAGR, a ~870 bps margin expansion to 29.3% in 2025, and ~$4.5B of cumulative free cash flow. For 2026, guidance (reaffirmed from the February 12, 2026 Q4 call) calls for revenue of ~$9.1B (up ~10%), Adjusted EBITDA of ~$2.8B (~30.3% margin), Adjusted EPS of ~$4.45 (up ~18%), capex of ~$470M, and free cash flow of ~$1.6B at roughly 90% conversion. Management also pointed to end-market tailwinds: gas turbine revenue expected to reach $2B+ within three to five years from roughly $1B in 2025, F-35 fleet growth toward 2,000+ by 2030, and a potential bottom in North American truck builds in Q1 2026 with recovery in the second half. Key caveats for investors are that the presentation is promotional in nature and relies on long-range targets and third-party forecasts (Jefferies/Cirium, McKinsey) that are not company guarantees. The pending CAM (Consolidated Aerospace Manufacturing) acquisition, which is referenced as expanding Fastening Systems and Engine Products, had not yet closed and was subject to regulatory approvals at the time. Investors should weigh the presentation's forward-looking claims against the risk factors listed in the Form 10-K.

Mar 10, 2026 8-K

Financial EventsOther EventsExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Financial Obligation (Mar 3, 2026)

Howmet Aerospace Inc. (HWM) has filed an 8-K report on March 3, 2026, to announce the successful closing of a significant debt offering totaling $1.2 billion. This offering comprises $400 million in 3.750% notes due 2028, $300 million in 3.900% notes due 2029, and $500 million in 4.750% notes due 2036. The primary purpose of this issuance is to fund the approximately $1.8 billion acquisition of Consolidated Aerospace Manufacturing, LLC (CAM). This strategic move, if consummated, is expected to reshape Howmet Aerospace's operational landscape. The company has also outlined specific provisions for the 2036 Notes regarding a potential 'Special Mandatory Redemption' if the CAM acquisition does not close by a specified date. In such a scenario, the 2036 Notes would be redeemed at 101% of their principal amount plus accrued interest. This provides a level of protection for bondholders of the 2036 Notes. The proceeds from the 2028 and 2029 Notes, if the acquisition fails, are earmarked for general corporate purposes. Investors should monitor the progress of the CAM acquisition, as its consummation is central to the company's stated use of proceeds and repayment structures.

Mar 3, 2026 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Feb 17, 2026)

On February 17, 2026, Howmet Aerospace Inc. (NYSE: HWM) priced an underwritten debt offering totaling $1.2 billion in senior notes: $400 million of 3.750% notes due 2028, $300 million of 3.900% notes due 2029, and $500 million of 4.750% notes due 2036. The offering is expected to close on March 3, 2026, subject to customary closing conditions. Citigroup, Goldman Sachs, J.P. Morgan, and SMBC Nikko are joint book-running managers. The notes were issued under an effective shelf registration statement. The proceeds are earmarked to help fund the approximately $1.8 billion purchase price for the Proposed CAM Acquisition of Consolidated Aerospace Manufacturing, LLC. Howmet plans to fund the balance with $600 million of borrowings under its commercial paper program or debt facilities, plus cash on hand. Taken together, the financing structure implies the company is pre-funding a large acquisition largely with new debt, which will increase gross leverage and interest expense while the deal is pending. The filing itself is a routine Item 8.01 disclosure with no quantified financial results, pro forma figures, or deal economics beyond the purchase price. Investors should watch for the closing of the notes offering, the completion and integration of the CAM acquisition, and any updated guidance on leverage and the accretion profile of the deal, which the press release does not provide.

Feb 17, 2026 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Feb 17, 2026)

Howmet Aerospace Inc. (HWM) announced its intention to offer senior notes on February 17, 2026. The primary purpose of this debt offering is to help finance the approximately $1.8 billion acquisition of Consolidated Aerospace Manufacturing, LLC (CAM). The company plans to use the proceeds from the notes, along with $600 million from its commercial paper program or debt facilities and existing cash, to complete the transaction. This strategic move signifies Howmet's commitment to growth through acquisition. Investors should monitor the terms and pricing of the senior notes as they will impact the company's capital structure and future interest expenses. The successful integration and realization of expected benefits from the CAM acquisition will be crucial for long-term value creation.

Feb 17, 2026 8-K

Regulation FDOther EventsExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Financial Results (Feb 12, 2026)

Howmet Aerospace (HWM) reported record fourth quarter and full year 2025 results, with FY 2025 revenue of $8.3 billion (up 11% YoY) and record profitability and cash generation. Q4 revenue reached $2.2 billion (up 15%), with Adjusted EBITDA excluding special items of $653 million (up 29%) and an Adjusted EBITDA margin of 30.1% (up 330 bps). GAAP EPS for FY 2025 was $3.71 (up 32%), while Adjusted EPS excluding special items was $3.77 (up 40%). Full-year free cash flow was $1.43 billion, equal to 93% conversion of net income excluding special items, after record capital expenditures of $453 million. Capital allocation was shareholder-friendly and balance-sheet focused. Howmet repurchased a record $700 million of common stock in 2025 and an additional $150 million year-to-date in 2026, with about $1.35 billion of authorization remaining. The quarterly dividend was raised 50% to $0.12 per share, and the company redeemed its preferred stock, retired $625 million of 5.90% 2027 notes by issuing $500 million of 4.55% 2032 notes, and annuitized the remaining UK pension plan. Management guided FY 2026 revenue to about $9.1 billion (roughly 10% growth), Adjusted EBITDA to about $2.76 billion, Adjusted EPS to $4.45, and free cash flow to about $1.6 billion. The main pending event is the approximately $1.8 billion all-cash acquisition of Consolidated Aerospace Manufacturing (CAM) from Stanley Black & Decker, expected to close in the first half of 2026, which would expand Howmet's fastener portfolio. The company also closed the small Brunner Manufacturing fastener acquisition on February 6, 2026. Management highlighted record OEM backlog in commercial aerospace, strong gas turbine demand tied to data center power needs, and an expected trough in commercial transportation in Q1 2026 with recovery in the second half.

Feb 12, 2026 8-K

Howmet Aerospace Inc. 8-K Report, Regulation FD Disclosure (Dec 22, 2025)

On December 22, 2025, Howmet Aerospace (HWM) disclosed a definitive agreement to acquire Consolidated Aerospace Manufacturing, LLC (CAM), a wholly owned subsidiary of Stanley Black & Decker (SWK), for an all-cash purchase price of approximately $1.8 billion, subject to customary adjustments. CAM is a designer and manufacturer of precision fasteners, fluid fittings, and other highly engineered products for aerospace and defense applications. Management expects CAM to generate FY 2026 revenue of roughly $485 to $495 million with an adjusted EBITDA margin above 20% before synergies. For investors, the key metrics are the implied valuation and the tax benefit. Howmet says that after synergies and the tax benefit from the transaction's favorable federal tax treatment, the deal implies an FY 2026 adjusted EBITDA multiple of approximately 13x. The company frames the deal as a step toward broadening its fastening portfolio, which it describes as a core differentiated platform. The filing does not disclose how the purchase will be financed, the expected accretion, or the size of the tax benefit in dollars, so these remain open questions. Closing is expected in the first half of 2026, subject to customary conditions and regulatory approvals. The filing lists risks including failure to obtain approvals, failure to realize expected synergies and tax benefits, integration difficulties, and customer or employee disruption. The 8-K is a Regulation FD and Other Events disclosure; the press release is furnished, not filed. J.P. Morgan is financial advisor and Cleary Gottlieb is legal counsel.

Dec 22, 2025 8-K

Financial EventsOther EventsExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Corporate Update (Nov 17, 2025)

Howmet Aerospace Inc. (HWM) has announced its intention to redeem all outstanding shares of its $3.75 Cumulative Preferred Stock on December 17, 2025. The redemption price will be $100 per share, plus any accrued and unpaid dividends. As of November 14, 2025, there were 546,024 shares of preferred stock outstanding, with approximately $0.8125 per share in accrued dividends. This action suggests the company is managing its capital structure and potentially seeking to reduce its fixed dividend obligations or refinance its capital at a lower cost. Investors holding this preferred stock should be aware of the redemption date and the total cash they will receive. While this redemption offers a clear exit for preferred stockholders, it also means the elimination of a stable dividend income stream from these specific securities. The filing does not constitute the official notice of redemption, which will be provided separately and contain detailed procedures.

Nov 17, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Financial Obligation (Nov 12, 2025)

Howmet Aerospace Inc. (HWM) has filed an 8-K report detailing the successful closing of a $500 million underwritten public offering of 4.550% Notes due 2032. This issuance was made under an existing indenture with several supplemental indentures. The company also announced its expectation to redeem its outstanding 5.90% Notes due 2027 on December 3, 2025, utilizing proceeds from the new note issuance and existing cash. This refinancing strategy is projected to result in a significant reduction in annual interest expense, estimated at approximately $14 million. Investors should note the details of the new notes, including their maturity date, interest rate, payment schedule, and redemption provisions. The redemption of the older, higher-coupon notes signals a proactive approach to managing the company's debt obligations and improving its financial efficiency.

Nov 12, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Nov 3, 2025)

On November 3, 2025, Howmet Aerospace Inc. (NYSE: HWM) priced an underwritten public offering of $500 million aggregate principal amount of 4.550% Notes due 2032. The offering is expected to close on November 12, 2025, subject to customary closing conditions. Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC are the joint book-running managers, and the notes are being sold under a previously effective shelf registration statement. The company plans to use the net proceeds, together with cash on hand, to redeem in full approximately $625 million of its 5.90% Notes due 2027 (CUSIP 013817AJ0), with the redemption scheduled for December 3, 2025. The notice of redemption was issued on November 3, 2025. Management expects the refinancing to produce annualized interest expense savings of roughly $14 million. For investors, this is a routine liability-management transaction rather than a change in operating outlook. It replaces higher-coupon debt with lower-coupon debt and extends maturities from 2027 to 2032. The filing does not disclose new operating results, guidance, or changes to the company's business, so the investment impact is limited to the modest interest savings and a slightly longer debt maturity profile.

Nov 3, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Nov 3, 2025)

Howmet Aerospace Inc. has announced a proposed offering of senior notes, with the intention of using the net proceeds to redeem approximately $625 million of its outstanding 5.90% Notes due 2027. The redemption is scheduled for December 3, 2025, with an anticipated aggregate redemption price of around $652 million, including accrued interest. This proactive refinancing strategy aims to manage the company's debt obligations. Investors should monitor the pricing and terms of the new senior notes offering, as these will be subject to market conditions. The transaction indicates Howmet Aerospace's ongoing efforts to optimize its capital structure and reduce future interest expenses by replacing existing debt with potentially more favorable terms.

Nov 3, 2025 8-K

Leadership ChangesExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Financial Results (Oct 30, 2025)

Howmet Aerospace reported record third-quarter 2025 revenue of $2.09 billion, up 14% year over year and accelerating from 8% growth in the first half. Growth was led by Commercial Aerospace (up 15%), with Defense Aerospace up 24% and Industrial and Other up 18%, partly offset by a 3% decline in Commercial Transportation. Operating margin rose about 300 basis points to 25.9%, and Adjusted EBITDA excluding special items reached $614 million, up 26%, at a 29.4% margin. GAAP EPS was $0.95, up from $0.81, and matched adjusted EPS because there were no special items in the quarter. Free cash flow was $423 million, and cash from operations was a record $531 million. Capital returns and balance-sheet actions were also significant. Howmet repurchased $200 million of stock in Q3 at an average of $182.20 per share and a further $100 million in October at $191.86, bringing year-to-date repurchases to $600 million. The quarterly dividend rose 20% to $0.12 per share, the remaining $63 million of the USD term loan was repaid, and S&P upgraded the company to BBB+. Management raised full-year 2025 guidance on all metrics, with revenue of about $8.185 billion, Adjusted EBITDA of about $2.375 billion, adjusted EPS of $3.67, and free cash flow of $1.300 billion at the baseline. It also guided to roughly $9 billion of 2026 revenue, up about 10%.

Oct 30, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Executive Changes (Oct 22, 2025)

Howmet Aerospace Inc. (HWM) announced a significant leadership transition in its finance department through an 8-K filing. Executive Vice President and Chief Financial Officer, Ken Giacobbe, will retire on December 31, 2025, after 21 years of dedicated service. Mr. Giacobbe will serve as a special advisor to the CEO during December to ensure a smooth handover. In parallel, the company has appointed Patrick Winterlich as the new Executive Vice President and Chief Financial Officer, effective December 1, 2025. Mr. Winterlich brings extensive experience, having served as CFO at Hexcel Corporation since 2017, with a career spanning various finance, operations, and IT roles at Hexcel since 1998. His compensation package is detailed, including a substantial base salary, performance-based incentives, and significant equity awards, along with a sign-on bonus and relocation assistance. The company has also put in place standard protective agreements for Mr. Winterlich.

Oct 22, 2025 8-K

Leadership Changes

Howmet Aerospace Inc. 8-K Report, Executive Changes (Aug 20, 2025)

Howmet Aerospace Inc. (HWM) has filed a Current Report (8-K) on August 20, 2025, detailing a significant change in its executive leadership. Lola F. Lin, the Executive Vice President, Chief Legal and Compliance Officer, and Secretary, has announced her resignation, effective September 5, 2025. Ms. Lin is departing to pursue another professional opportunity. In response to Ms. Lin's departure, the company has put in place interim reporting structures. The Legal and Compliance teams will report to Neil E. Marchuk, Executive Vice President and Chief Administrative Officer, until a permanent successor is appointed. This leadership transition, while notable, is being managed to ensure continuity in critical legal and compliance functions.

Aug 20, 2025 8-K

Leadership ChangesExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Financial Results (Jul 31, 2025)

Howmet Aerospace reported record second-quarter 2025 revenue of $2.05 billion, up 9% year over year, with commercial aerospace up 8%, defense aerospace up 21%, and industrial and other up 17%, partly offset by a 4% decline in commercial transportation. GAAP net income was $407 million, or $1.00 per diluted share, versus $266 million, or $0.65, a year earlier. Operating income margin expanded about 420 basis points to 25.4%. Excluding special items, Adjusted EBITDA rose 22% to $589 million, the adjusted EBITDA margin reached 28.7% (up 300 basis points), and adjusted EPS was $0.91, up 36%. Free cash flow was a second-quarter record of $344 million, the ninth consecutive quarter of positive free cash flow. Special items added roughly $36 million to GAAP net income, mostly from discrete tax benefits, so the adjusted figures are the better guide to underlying operating performance. Management raised full-year 2025 guidance on all metrics. Baseline revenue is now $8.13 billion (up $100 million), baseline adjusted EBITDA is $2.32 billion (up $70 million, with margin up about 50 basis points to 28.5%), baseline adjusted EPS is $3.60 (up $0.20), and baseline free cash flow is $1.225 billion (up $75 million). Management cited healthy passenger traffic, high OEM backlogs, narrow-body build rate increases, robust engine spares demand, defense strength, and data-center-driven industrial gas turbine demand, while describing commercial transportation as weak. Capital returns were active. The company repurchased $175 million of stock in the quarter at an average of $142.36 per share and an additional $100 million in July at $182.90, bringing year-to-date buybacks to $400 million. The quarterly dividend rose 20% to $0.12 per share, and $76 million of the USD Term Loan was repaid, cutting annualized interest expense by about $4 million. Roughly $1.8 billion of repurchase authorization remains. Capital expenditures are up about 60% in the first half, a reminder that growth is still consuming meaningful cash.

Jul 31, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Executive Changes (Jun 27, 2025)

Howmet Aerospace Inc. (HWM) has filed an 8-K report detailing amendments to the employment agreement for its Executive Chairman and Chief Executive Officer, John C. Plant. The key update is the grant of a special retention award valued at $45,000,000 in restricted stock units (RSUs), scheduled to vest on July 1, 2028, contingent upon Mr. Plant's continued service. This award is designed to incentivize long-term commitment from the CEO. Beyond the significant retention award, Mr. Plant's existing compensation structure remains largely unchanged. He will continue to receive an annual base salary of $1,800,000 and participate in the senior executive annual incentive plan, with a target bonus of 175% of his base salary. He also remains eligible for annual equity awards. The amendment clarifies that the rest of his existing letter agreement, governing his terms of employment, remains in full effect, with these new provisions layered on top.

Jun 27, 2025 8-K

Shareholder Matters

Howmet Aerospace Inc. 8-K Report, Shareholder Vote Results (Jun 3, 2025)

Howmet Aerospace Inc. (HWM) filed an 8-K on June 3, 2025, detailing the outcomes of its 2025 annual shareholder meeting held on May 28, 2025. The primary focus of this filing is the voting results on key corporate matters. All nine director nominees presented were elected to the Board of Directors for a one-year term. Additionally, shareholders overwhelmingly ratified the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2025. Furthermore, the advisory vote on executive compensation received majority approval, indicating shareholder confidence in the company's compensation structure. The meeting saw significant participation, with over 369 million shares represented, reflecting strong engagement from the company's investors. The voting results suggest a stable governance framework and continued shareholder support for the company's leadership and external audit.

Jun 3, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (May 12, 2025)

Howmet Aerospace Inc. (HWM) has filed an 8-K report disclosing a significant stock sale by its Executive Chairman and CEO, John Plant. Mr. Plant sold 800,000 shares of common stock on May 12, 2025, citing estate planning, tax planning, and financial diversification as the reasons for the transaction. This marks his first sale of company stock during his tenure. Despite this sale, the report emphasizes that Mr. Plant retains a substantial ownership stake in the company. Following the transaction, his direct and trust-held shares, combined with unvested restricted share units, indicate a potential total interest of approximately 3.16 million shares. The company highlights that Mr. Plant remains among the top 25 largest shareholders, underscoring his continued confidence and commitment to long-term shareholder value.

May 12, 2025 8-K

Leadership Changes

Howmet Aerospace Inc. 8-K Report, Executive Changes (May 9, 2025)

Howmet Aerospace Inc. (HWM) announced the immediate resignation of a key board member, David J. Miller, effective May 7, 2025. The company's 8-K filing clarifies that Mr. Miller's departure was not prompted by any disputes regarding company operations, policies, or practices. The Board expressed gratitude for his extensive contributions and guidance, particularly during significant periods of the company's history, including its separations. This event, while noted, does not appear to signal any operational or strategic shifts based on the provided information, but investors may wish to monitor board composition and governance closely.

May 9, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Financial Results (May 1, 2025)

Howmet Aerospace (HWM) reported record first-quarter 2025 revenue of $1.94 billion, up 6% year over year, led by 9% growth in commercial aerospace. GAAP net income rose to $344 million ($0.84 per diluted share) from $243 million ($0.59) a year earlier, and operating income climbed 34% to $494 million, with a 25.4% operating margin. On an adjusted basis (excluding special items), Adjusted EBITDA was $560 million, up 28%, with a 28.8% margin, and adjusted EPS was $0.86, up 51%. Free cash flow was $134 million, the eighth consecutive quarter of positive free cash flow. The Engine Products and Fastening Systems segments drove most of the margin expansion, with Segment Adjusted EBITDA margins of 32.6% and 30.8%, respectively. Forged Wheels was the weak spot, with revenue down 13% on lower commercial transportation volumes. Engineered Structures improved sharply on defense growth, with margin up roughly 720 basis points to 21.3%. Capital returns continued: Howmet repurchased $125 million of stock in Q1 at an average of $124.24 per share, bought another $100 million in April, and doubled its quarterly dividend to $0.10 per share. The company raised its full-year 2025 guidance for Adjusted EBITDA ($2.225-2.275 billion), Adjusted EPS ($3.36-3.44), and free cash flow ($1.10-1.20 billion), while widening the revenue range to $7.88-8.18 billion. Management flagged tariff-related and economic uncertainty in North America, particularly for commercial transportation, and said it expects to pass tariff costs through to customers.

May 1, 2025 8-K

Regulation FD

Howmet Aerospace Inc. 8-K Report, Regulation FD Disclosure (Apr 16, 2025)

Howmet Aerospace Inc. (HWM) filed an 8-K on April 16, 2025, to disclose the availability of its 2024 Annual Report and its 2024 Environmental, Social, and Governance (ESG) Report. The Annual Report includes a letter to shareholders from the Executive Chairman and CEO, summarizing 2024 achievements and providing a market outlook for 2025. The ESG Report details the company's commitment and performance in environmental, social, and governance areas. Investors should note that this filing is primarily for informational purposes, making these important documents publicly accessible. The company has also included a standard forward-looking statements disclaimer, cautioning that actual results may differ materially from projections due to various risks and uncertainties. The referenced reports themselves will contain the detailed financial and operational insights investors typically seek.

Apr 16, 2025 8-K

Howmet Aerospace Inc. 8-K Report, Financial Results (Feb 13, 2025)

Howmet Aerospace (HWM) reported record fourth quarter and full year 2024 results on February 13, 2025, with full-year revenue of $7.4 billion, up 12% year over year, driven by a 20% increase in Commercial Aerospace. GAAP net income rose to $1.2 billion ($2.81 per diluted share) from $765 million ($1.83) in 2023, and excluding special items, adjusted EPS grew 46% to $2.69. Operating margin expanded to 22.0% and adjusted EBITDA excluding special items reached $1.9 billion, up 27%, with an adjusted EBITDA margin of 25.8%. Free cash flow was $977 million, or 88% of net income excluding special items, and the company returned capital through roughly $500 million in buybacks, $365 million of gross debt reduction, and dividends. Management guided 2025 revenue to $7.93–$8.13 billion (baseline $8.03 billion, about 8% growth, raised from 7.5%), adjusted EBITDA to $2.105–$2.155 billion, adjusted EPS to $3.13–$3.21, and free cash flow to $1.025–$1.125 billion. The guidance assumes cautious build rates of about 25 737 MAX aircraft per month and 6 787s per month at Boeing, and mid-50s A320 production per month at Airbus. Commercial transportation is expected to remain soft until the second half of 2025. The company also raised its quarterly dividend 25% to $0.10 per share, signaling confidence in cash generation. Investors should note that the 2025 outlook relies on OEM production ramps, continued engine spares demand, and defense and industrial growth, and that the Forged Wheels segment declined in 2024.

Feb 13, 2025 8-K

Financial EventsOther EventsExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Financial Results (Nov 6, 2024)

Howmet Aerospace (HWM) reported third-quarter 2024 results on November 6, 2024, with revenue of $1.84 billion, up 11% year over year, led by commercial aerospace growth of 17% that more than offset a 12% decline in commercial transportation. GAAP net income rose to $332 million ($0.81 per share) from $188 million ($0.45) a year earlier, though that figure includes roughly $42 million of net benefits from special items, most notably a $44 million discrete tax benefit from additional R&D credits. Excluding special items, adjusted EPS was $0.71, up 54%, and adjusted EBITDA was $487 million, up 27%, with the adjusted EBITDA margin expanding about 350 basis points to 26.5%. Engine Products drove much of the profit improvement, with segment adjusted EBITDA margin reaching a record 32.5%, while Forged Wheels weakened on lower commercial transportation volumes and softer European conditions. Cash generation and capital allocation were also strong. Free cash flow was a third-quarter record of $162 million, and year-to-date free cash flow reached about $599 million. The company retired its 2024 and 2025 notes, issued $500 million of 2031 notes, and expects these debt actions to cut annualized interest expense by roughly $33 million. Management repurchased $100 million of stock in the quarter, another $90 million in October, and plans a 25% dividend increase to $0.10 per share in the first quarter of 2025, subject to Board approval. Management raised full-year 2024 guidance for adjusted EBITDA and adjusted EPS, and it gave preliminary 2025 revenue guidance of roughly 7.5% growth, citing commercial aerospace demand and a large order backlog while assuming commercial transportation stays soft until the second half of 2025. For investors, the central takeaways are margin expansion driven by commercial aerospace, a strengthened balance sheet with leverage at a record low, and a shift toward shareholder returns. Watch the quality of earnings given the one-time tax benefit in GAAP net income, the continued softness in Forged Wheels, and the pace of Boeing's production recovery following the strike settlement on November 4, 2024.

Nov 6, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Financial Obligation (Aug 22, 2024)

Howmet Aerospace Inc. (HWM) has filed an 8-K report detailing the closing of its underwritten public offering of $500 million aggregate principal amount of 4.850% Notes due 2031. This offering was conducted under the company's existing shelf registration statement. The new notes mature on October 15, 2031, and bear interest semi-annually. Furthermore, Howmet Aerospace announced its intention to use the proceeds from this offering, along with cash on hand, to redeem its entire outstanding $577,060,000 of 6.875% Notes due May 2025. This strategic refinancing is expected to result in an estimated annual interest expense reduction of approximately $21 million, demonstrating a proactive approach to optimizing its capital structure and reducing financing costs.

Aug 22, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Aug 8, 2024)

Howmet Aerospace (NYSE: HWM) disclosed in an 8-K filed August 8, 2024 that it launched a proposed senior notes offering and intends to redeem all of its outstanding 6.875% Notes due 2025 (approximately $577 million principal) on August 23, 2024. The company expects the aggregate redemption price, including accrued interest, to be roughly $594 million. Redemption will be funded with proceeds from the new notes offering plus cash on hand. The filing is a refinancing action rather than a new operating disclosure, so it contains no new financial results, guidance, or changes to the company's operating outlook. The redemption price is the greater of par plus accrued interest or a make-whole amount calculated at the Treasury Rate plus 50 basis points. The implied premium over par of roughly $17 million (about $594 million versus $577 million) reflects the make-whole mechanics and accrued interest, and it represents a modest one-time cash cost. Because the 2025 notes carry a 6.875% coupon, retiring them and replacing the debt at prevailing market rates could lower the company's interest expense going forward, though the new notes' coupon and final terms were not disclosed and remained subject to market conditions at the time of the filing. For investors, the key takeaways are that Howmet is proactively managing its maturity profile by refinancing near-term debt ahead of the 2025 maturity, and that the transaction is financed with new debt plus cash on hand, which keeps the net leverage impact limited to the small premium and any change in coupon. The filing contains forward-looking statements and standard risk factors, and it is not an offer to sell securities. Investors should review the preliminary prospectus supplement for the new notes' pricing, size, and maturity profile.

Aug 8, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Aug 8, 2024)

On August 8, 2024, Howmet Aerospace Inc. (NYSE: HWM) priced an underwritten public offering of $500 million aggregate principal amount of 4.850% Notes due 2031. The offering is expected to close on August 22, 2024, subject to customary closing conditions. The notes were offered under a previously effective shelf registration statement, and J.P. Morgan, Citigroup, Morgan Stanley, and SMBC Nikko Securities America acted as joint book-running managers. The company plans to use the net proceeds, together with cash on hand, to redeem in full approximately $577 million of its outstanding 6.875% Notes due 2025 (CUSIP 443201AA6). The notice of redemption was issued on August 8, 2024, with the redemption scheduled for August 23, 2024. This is primarily a liability management transaction: Howmet is refinancing higher-coupon 2025 debt with new notes maturing in 2031, extending its maturity profile by roughly six years. The filing itself does not constitute a redemption notice, which was delivered separately under the indenture. For investors, the transaction is largely balance-sheet neutral in size, since the new $500 million issuance is smaller than the $577 million being retired, with the remaining gap funded from cash on hand. The main investor-relevant effects are a potential reduction in interest expense given the lower coupon (4.850% versus 6.875%), a longer maturity runway, and reduced near-term refinancing risk. The filing does not disclose the company's financial results or updated guidance, so the economic impact on earnings should be evaluated against the coupon savings and any redemption premium or fees, which are not specified in this document.

Aug 8, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Financial Results (Jul 30, 2024)

Howmet Aerospace reported record second-quarter 2024 revenue of $1.88 billion, up 14% year over year, led by a 27% increase in commercial aerospace. GAAP net income was $266 million, or $0.65 per diluted share, versus $0.46 a year earlier. Excluding special items, adjusted EPS was $0.67, up 52%, and adjusted EBITDA was $483 million, up 31%, with a 25.7% margin, roughly 340 basis points higher year over year. Free cash flow was $342 million in the quarter and $437 million in the first half. Operating income margin was 21.2% on a GAAP basis and 22.0% excluding special items. Engine Products drove much of the improvement, with a record 31.3% segment adjusted EBITDA margin. Forged Wheels was the only segment with declining revenue, down 7%. Management raised full-year 2024 guidance for all metrics, now calling for revenue of about $7.44 billion, adjusted EBITDA of about $1.865 billion, adjusted EPS of about $2.55, and free cash flow of about $870 million at the baseline. The Board also approved a 60% increase in the quarterly dividend to $0.08 per share, established a 2025 dividend policy targeting a payout of 15% plus or minus 5% of net income excluding special items, and raised the share repurchase authorization by $2 billion to $2.487 billion. Management was candid that aircraft manufacturers' ability to build and deliver planes consistently remains the key constraint on Howmet's growth, and that this is reflected in guidance. On the balance sheet, Howmet redeemed the remaining $205 million of its 5.125% notes due October 2024 on July 1, 2024 for about $208 million including accrued interest, and repurchased about $23 million of 6.875% notes due May 2025. Together these actions reduce annualized interest expense by about $12 million. Short-term debt rose to $782 million at June 30, 2024, which reflects the reclassification of the 2025 notes into the current portion. Total debt is down from the year-end 2023 level, and all outstanding debt is unsecured and fixed-rate.

Jul 30, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Jul 1, 2024)

Howmet Aerospace Inc. (HWM) filed a brief Current Report on Form 8-K under Item 8.01 (Other Events) disclosing that on July 1, 2024, it completed the full redemption of the remaining outstanding principal of its 5.125% Notes due October 2024 (the "2024 Notes"). The outstanding principal redeemed totaled $205,273,000, redeemed at par plus accrued interest. The aggregate redemption price was approximately $208 million, including roughly $3 million of accrued interest. The company funded the redemption with cash on hand, so no new debt issuance or refinancing was involved. The filing is routine in nature and does not include any financial results, guidance, or changes to operations. For investors, the key takeaway is that Howmet eliminated a near-term maturity using existing liquidity, reducing its outstanding debt obligations and removing a near-term refinancing need. The cash outlay is modest relative to a company of Howmet's scale, and the filing does not signal any operational or strategic change.

Jul 1, 2024 8-K

Leadership ChangesShareholder MattersExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Corporate Update (May 31, 2024)

Howmet Aerospace Inc. (HWM) has filed an 8-K to announce its intention to redeem all outstanding $205,273,000 in principal of its 5.125% Notes due 2024. The redemption is scheduled for July 1, 2024, with an estimated aggregate redemption price of approximately $208 million, which the company plans to fund using existing cash on hand. This action indicates proactive debt management and a strategic financial move to eliminate maturing debt obligations.

May 31, 2024 8-K/A

Leadership Changes

Howmet Aerospace Inc. 8-K/A Report, Executive Changes (May 29, 2024)

This 8-K/A filing from Howmet Aerospace Inc. (HWM) serves as an amendment to a previous filing from September 2023. The primary purpose of this amendment is to provide updated details regarding the committee assignments for a newly appointed director, Gunner S. Smith. While the original filing announced Mr. Smith's appointment to the Board of Directors, the specific committees he would join were not determined at that time. Investors can view this as a procedural update confirming the director's integration into the Board's operational structure. The key takeaway for investors is the formal assignment of Mr. Smith to the Audit Committee and the Finance Committee, effective May 23, 2024. This clarifies his responsibilities within the Board's governance framework. The filing does not contain any new financial information, operational changes, or material business updates beyond this directorial committee appointment.

May 29, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Executive Changes (May 29, 2024)

Howmet Aerospace Inc. (HWM) filed an 8-K on May 29, 2024, detailing outcomes from its Annual Shareholder Meeting held on May 22, 2024. The most significant event for investors is the shareholder approval of the Amended and Restated Howmet Aerospace Stock Incentive Plan. This plan has been extended for an additional 10 years, expiring in May 2034, allowing the company to continue granting equity awards like restricted stock units and stock options to employees and non-employee directors. Additionally, the filing confirms the election of all 10 director nominees for one-year terms, the ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2024, and the advisory approval of executive compensation. A shareholder proposal regarding golden parachutes was not approved, indicating continued support for current executive compensation practices.

May 29, 2024 8-K

Financial EventsOther Events

Howmet Aerospace Inc. 8-K Report, Financial Results (May 2, 2024)

Howmet Aerospace reported record first-quarter 2024 revenue of $1.82 billion, up 14% year over year, driven by a 23% increase in commercial aerospace sales. GAAP net income rose to $243 million, or $0.59 per diluted share, from $148 million, or $0.35, a year earlier. Operating income of $369 million produced a 20.2% margin, up about 240 basis points. Adjusted EBITDA excluding special items reached a record $437 million, up 21%, with a 24.0% margin. Adjusted EPS excluding special items was $0.57, up 36%. Free cash flow was $95 million, the first positive first-quarter free cash flow the company has reported, as cash from operations of $177 million exceeded $82 million of capital expenditures. Capital allocation and balance sheet strength were the other main themes. Howmet repurchased $150 million of stock at an average of $66.87 per share, retiring about 2.2 million shares, and $547 million of authorization remained as of May 1, 2024. The company established a $1 billion commercial paper program, and Moody's upgraded its senior unsecured rating to Baa3, making Howmet investment grade at all three major agencies. Management said leverage is at a record low and expects to raise the quarterly dividend 40%, from $0.05 to $0.07 per share, beginning in the third quarter of 2024, subject to Board approval. Full-year 2024 guidance was raised. Baseline revenue is now $7.30 billion, a $200 million increase, even though management now assumes sharply lower 737 MAX volumes following Boeing quality issues, with an average build rate of 20 per month. Baseline adjusted EBITDA is $1.75 billion (24.0% margin), adjusted EPS is $2.35, and free cash flow is $800 million. Investors should weigh the strong near-term momentum against Boeing-related production risk and the company's reliance on continued commercial aerospace volume growth.

May 2, 2024 8-K

Regulation FD

Howmet Aerospace Inc. 8-K Report, Regulation FD Disclosure (Apr 8, 2024)

Howmet Aerospace Inc. (HWM) has filed a Current Report (8-K) on April 8, 2024, to announce the availability of its 2023 Environmental, Social, and Governance (ESG) Report on its website. This report provides a comprehensive overview of the company's commitments and performance in environmental, social, and governance matters throughout 2023. While this filing is primarily a disclosure under Regulation FD, it signals the company's dedication to transparency and stakeholder engagement regarding its ESG initiatives. Investors interested in Howmet's long-term strategy and risk management should review the ESG report, as it often highlights areas of operational focus, sustainability efforts, and corporate responsibility. The company is making this information accessible to provide stakeholders with insights into its broader impact beyond financial results, which can be crucial for assessing the company's overall value and future prospects.

Apr 8, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Financial Obligation (Apr 4, 2024)

Howmet Aerospace Inc. (HWM) has announced the establishment of a commercial paper program allowing for the issuance of up to $1.0 billion in unsecured senior notes. These notes will have maturities of up to 397 days and will be used for general corporate purposes. This move provides Howmet with flexible, short-term financing options to manage its working capital and operational needs. The program's establishment is a routine financial maneuver for a company of Howmet's size, indicating a proactive approach to liquidity management. Investors should view this as a standard tool for ongoing financial flexibility rather than a signal of distress, as proceeds are designated for general corporate purposes.

Apr 4, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Financial Results (Feb 13, 2024)

Howmet Aerospace (HWM) reported fourth quarter and full year 2023 results on February 13, 2024, highlighted by strong top-line growth, record profitability, and record cash from operations. Full year 2023 revenue rose 17% year over year to $6.6 billion, driven by 24% growth in commercial aerospace, with all end markets up. Net income was $765 million ($1.83 per diluted share), and net income excluding special items was $766 million ($1.84 per share, up 31%). Adjusted EBITDA excluding special items reached $1.5 billion (up 18%), with a 22.7% margin. Cash from operations was $901 million and free cash flow was $682 million. The company exceeded the high end of its 2023 guidance for revenue, adjusted EBITDA, adjusted EPS, and free cash flow. Capital allocation was a major theme. Howmet deployed roughly $800 million in 2023 across $476 million of debt paydown, $250 million of share repurchases, and $73 million of dividends. In Q4 it refinanced about $400 million of term loans at a weighted average fixed rate of roughly 3.9% and used them, plus cash on hand, to partially redeem $500 million of its 5.125% 2024 Notes, leaving about $205 million outstanding. Management says these actions reduce annualized interest expense by about $29 million. The quarterly dividend was raised 25% to $0.05 per share, and S&P upgraded the company to investment grade (BBB-), making it investment grade at two of three major agencies. Looking ahead, management guided 2024 revenue to $7.0-7.2 billion (baseline $7.10 billion, about 7% growth), adjusted EBITDA to $1.600-1.670 billion, adjusted EPS to $2.10-2.20, and free cash flow to $700-770 million. Management expects above-trend commercial aerospace growth, tempered by caution until OEM build rates sustainably increase, and flags a softening commercial transportation downcycle expected to be confined to 2024. Investors should note the guidance assumes Boeing 737 MAX builds of about 34 per month and Airbus A320 builds of about 56 per month.

Feb 13, 2024 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Dec 28, 2023)

Howmet Aerospace Inc. (HWM) announced on December 28, 2023, the completion of an early partial redemption of its outstanding 5.125% Notes due October 2024. The company redeemed $500 million in principal amount of these notes using a combination of cash on hand and funds drawn from its recently established senior unsecured term loan facilities. This strategic move aims to manage its debt profile and take advantage of favorable borrowing rates.

Dec 28, 2023 8-K

Financial EventsOther Events

Howmet Aerospace Inc. 8-K Report, Corporate Update (Dec 15, 2023)

Howmet Aerospace Inc. (HWM) announced a significant credit rating upgrade from S&P Global Ratings on December 15, 2023. S&P upgraded its long-term issue credit rating to "BBB-" from "BB+", the short-term issuer rating to "A-3" from "B", and the unsecured issue-level rating on debt to "BBB-" from "BB+". The rating outlook was also updated to stable. This upgrade marks a positive development for the company, indicating improved creditworthiness and financial stability as perceived by a major credit rating agency.

Dec 15, 2023 8-K

Howmet Aerospace Inc. 8-K Report, Financial Obligation (Nov 27, 2023)

Howmet Aerospace Inc. (HWM) filed an 8-K on November 27, 2023, detailing two significant financial actions. Firstly, the company entered into new Term Loan Agreements for a $200 million USD senior unsecured delayed draw term loan facility and a ¥33 billion JPY senior unsecured delayed draw term loan facility, both maturing on November 22, 2026. These facilities are unsecured and rank pari passu with existing unsecured, unsubordinated debt. Interest rates are tied to SOFR or RFR plus an applicable margin based on credit ratings, with provisions for prepayment without penalty. Secondly, Howmet Aerospace announced its intention to redeem $500 million of its outstanding 5.125% Notes due 2024 on December 28, 2023. The estimated redemption price is approximately $506 million, which will be funded by draws from the newly established credit facilities and existing cash. The company also plans to enter into interest rate swaps to convert the floating interest rates of the new credit facilities to fixed rates, subject to market conditions. These actions suggest a proactive approach to managing its debt structure and interest rate exposure.

Nov 27, 2023 8-K

Leadership ChangesExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Financial Results (Nov 2, 2023)

Howmet Aerospace (HWM) reported third quarter 2023 results on November 2, 2023, with revenue of $1.66 billion, up 16% year over year, led by commercial aerospace growth of 23%. GAAP net income was $188 million ($0.45 per diluted share) versus $80 million ($0.19) a year earlier, and adjusted EPS excluding special items rose 28% to $0.46. Adjusted EBITDA excluding special items was $382 million, up 18%, with the margin expanding about 50 basis points to 23.0%. Cash from operations was $191 million and free cash flow was $132 million for the quarter, while year-to-date free cash flow reached $279 million. Management raised full-year 2023 guidance for revenue ($6.530B to $6.560B), adjusted EBITDA ($1.480B to $1.490B), adjusted EPS ($1.76 to $1.78), and free cash flow ($600M to $670M). The company also signaled above-trend growth into 2024 with preliminary revenue growth of approximately 7%, though management remains cautious on commercial aerospace until aircraft OEM build rates sustainably increase and flagged softening leading indicators in commercial transportation. Capital allocation and balance sheet actions were prominent. Howmet redeemed $200 million of its 5.125% 2024 Notes, reducing annualized interest expense by about $10 million, and repurchased $25 million of stock in the quarter ($150 million year to date), with $797 million of authorization remaining. The quarterly dividend was raised 25% to $0.05 per share, and Fitch upgraded the company to BBB, two notches above investment grade. Cash fell to $424 million at quarter end, reflecting these shareholder and debt actions.

Nov 2, 2023 8-K

Howmet Aerospace Inc. 8-K Report, Executive Changes (Sep 29, 2023)

Howmet Aerospace Inc. (NYSE: HWM) filed a Form 8-K on September 29, 2023 to report a board change. On September 28, 2023, the Board increased its size from nine to ten members and appointed Gunner Smith as an independent director, effective September 29, 2023. The filing is a governance update rather than a financial disclosure: it contains no earnings, guidance, financial statements, or material transaction details. Mr. Smith is President of the Roofing business at Owens Corning, where he has served on the Executive Committee since August 2018 and has held a series of sales, marketing, and pricing leadership roles since 2008. His background is in commercial and manufacturing operations rather than aerospace engineering, which the company says will add complementary business, manufacturing, and sales perspective to the Board. As a non-employee director, he will receive compensation under the company's standard director program and will enter into the company's standard indemnification agreement. Investors should note that the Board has not yet determined Smith's committee assignments; the company has committed to file an 8-K/A once that decision is made. The appointment expands the Board to ten members and is a routine refresh that is unlikely to affect near-term operations or valuation on its own.

Sep 29, 2023 8-K

Howmet Aerospace Inc. 8-K Report, Corporate Update (Sep 28, 2023)

Howmet Aerospace Inc. (HWM) announced on September 28, 2023, the early partial redemption of its outstanding 5.125% Notes due October 2024. The company redeemed $200 million in aggregate principal amount of these notes using existing cash reserves. The total cost of this redemption, including accrued interest, amounted to approximately $205 million. This proactive measure reduces the company's outstanding debt related to these notes, leaving approximately $705 million in principal outstanding. This action may be viewed positively by investors as it demonstrates a commitment to deleveraging and optimizing the company's capital structure.

Sep 28, 2023 8-K

Material AgreementsFinancial EventsOther Events+1

Howmet Aerospace Inc. 8-K Report, Financial Results (Aug 1, 2023)

Howmet Aerospace reported second quarter 2023 revenue of $1.65 billion, up 18% year over year, led by a 23% increase in commercial aerospace. GAAP net income was $193 million ($0.46 per diluted share), and net income excluding special items was $181 million ($0.44 per share). Adjusted EBITDA excluding special items rose 16% to $368 million, though margin compressed about 50 basis points to 22.3%, including roughly $25 million of inflationary cost pass-through. Free cash flow was $188 million in the quarter, and the company repurchased $100 million of stock. Management raised full-year 2023 guidance for revenue ($6.40B to $6.47B), Adjusted EBITDA ($1.435B to $1.455B), and Adjusted EPS ($1.69 to $1.71), and expects free cash flow of $600 million to $670 million. Capital return and balance sheet actions were a key focus. The company launched a $200 million redemption of its 5.125% 2024 notes, expected to close September 28, 2023, which lowers annualized interest expense by about $10 million. The $1 billion revolver was extended to July 2028 on more favorable covenant and fee terms and remains undrawn. Management also expects to raise the quarterly dividend from $0.04 to $0.05 per share (a 25% increase) beginning in the fourth quarter of 2023, subject to board approval. The quarter had some one-time items. A $25 million reversal of a prior Lehman Brothers (LBIE) litigation charge, net of legal fees, boosted GAAP results, and the final $40 million settlement is payable in installments. Segment performance was mixed: Engineered Structures' Adjusted EBITDA margin fell about 410 basis points to 10.0% on production bottlenecks and unrecovered headcount costs, while Engine Products and Fastening Systems grew revenue strongly but absorbed near-term costs from headcount additions ahead of expected demand.

Aug 1, 2023 8-K

Howmet Aerospace Inc. 8-K Report, Material Agreement (Jul 31, 2023)

Howmet Aerospace Inc. (HWM) filed an 8-K on July 31, 2023, detailing significant updates to its financial structure. The company entered into a Second Amended and Restated Five-Year Revolving Credit Agreement, establishing a $1 billion senior unsecured revolving credit facility maturing in July 2028. This facility, which can be extended and potentially increased, offers flexibility for liquidity needs and operational financing. The terms include variable interest rates based on credit ratings and SOFR/EURIBOR, with a maximum Debt-to-EBITDA ratio covenant of 3.75:1.00. Furthermore, Howmet Aerospace announced the partial redemption of its 5.125% Notes due 2024. The company intends to redeem $200 million of these notes on September 28, 2023, utilizing approximately $205 million from its existing cash on hand. This move signals proactive management of its debt obligations, potentially optimizing its capital structure and reducing future interest expenses.

Jul 31, 2023 8-K

Shareholder Matters

Howmet Aerospace Inc. 8-K Report, Shareholder Vote Results (May 22, 2023)

This 8-K filing from Howmet Aerospace Inc. (HWM) details the results of its 2023 Annual Meeting of Shareholders held on May 17, 2023. The primary focus for investors is the outcome of shareholder votes on key governance matters. All director nominees were overwhelmingly elected, and the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2023 was ratified. Additionally, shareholders provided an advisory vote of approval for executive compensation and supported holding future advisory votes on executive compensation on an annual basis. Of particular note, a shareholder proposal to reduce the threshold for calling special meetings did not pass. The strong approval margins for director elections, auditor ratification, and executive compensation indicate shareholder confidence in the current board and management's financial oversight. The company has committed to annual "say-on-pay" votes based on the shareholder advisory outcome.

May 22, 2023 8-K