ARNC 10-K Annual Report Dec. 31, 2022 | Alphaminr
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ARNC 10-K Fiscal year ended Dec. 31, 2022

Balance Sheet
Cash Flow
Income Statement
Debt
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsPart Ii, Item 8. Financial Statements and Supplementary DataItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. ReservedItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statements SchedulesItem 16. Form 10-k Summary

Exhibits

2.1 Separation and Distribution Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation (incorporated by reference to Exhibit 2.1 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.2 Tax Matters Agreement, dated as of March 31, 2020,by and between Arconic Inc. and Arconic Rolled Products Corporation (incorporated by reference to Exhibit 2.2 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.3(a) Employee Matters Agreement, dated as of March 31, 2020,by and between Arconic Inc. and Arconic Rolled Products Corporation (incorporated by reference to Exhibit 2.3 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.3(b) First Amendment to Employee Matters Agreement, dated as of April 10, 2020, by and between Arconic Inc. and Arconic Rolled Products Corporation (incorporated by reference to Exhibit 2.1 to the registrants Current Report on Form 8-K filed on April 10, 2020) 2.4 Patent Know-How and Trade Secret License Agreement, dated as of March 31, 2020,by and between Arconic Inc. and Arconic Corporation (incorporated by reference to Exhibit 2.4 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.5(a) Patent Know-How and Trade Secret License Agreement, dated as of March 31, 2020,by and between Arconic Rolled Products Corporation and Arconic Inc. (incorporated by reference to Exhibit 2.5 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.5(b) Amendment No. 1 to Patent Know-How and Trade Secret License Agreement, dated as of August 25, 2020, by and between Arconic Rolled Products Corporation and Arconic Inc. (incorporated by reference to Exhibit 2.5(b) to the registrant's Annual Report on Form 10-K filed on February 22, 2022) 2.6 Trademark License Agreement, dated as of March 31, 2020,by and between Arconic Rolled Products Corporation and Arconic Inc. (incorporated by reference to Exhibit 2.6 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.7 Trademark License Agreement, dated as of March 31, 2020,by and between Arconic Inc. and Arconic Rolled Products Corporation (incorporated by reference to Exhibit 2.7 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.8 Master Agreement for Product Supply, dated as of March 31, 2020,by and between Arconic Massena LLC, Arconic Lafayette LLC, Arconic Davenport LLC and Arconic Inc. (incorporated by reference to Exhibit 2.8 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.9 Metal Supply & Tolling Agreement, dated as of January 9, 2020,by and between Arconic-Kfm Mill Products Hungary Kft and Arconic-Kfm Kft, dated January 1, 2020 (incorporated by reference to Exhibit 2.9 to the registrants Annual Report on Form 10-K filed on March 30, 2020) 2.10 Use Agreement by and between Arconic-Kfm Szkesfehrvri Knnyfmm Korltolt Felelssg Trsasg and Arconic-Kfm Mill Products Hungary Korltolt Felelssg Trsasg, dated January 6, 2020 (incorporated by referenceto Exhibit 2.10 to the registrants Annual Report on Form 10-K filed on March 30, 2020) 2.11 Land Use Right Agreement by and between Arconic-Kfm Mill Products Hungary Korltolt Felelssg Trsasg and Arconic-Kfm Szkesfehrvri Knnyfmm Korltolt Felelssg Trsasg, dated January 6, 2020 (incorporated by referenceto Exhibit 2.11 to the registrants Annual Report on Form 10-K filed on March 30, 2020) 2.12 Service Level Agreement for Central Engineering and Maintenance by and between Arconic-Kfm Kft and Arconic-Kfm Mill Products Hungary Kft, dated January 9, 2020 (incorporated by referenceto Exhibit 2.12 to the registrants Annual Report on Form 10-K filed on March 30, 2020) 2.13 Service Level Agreement for Energy, Steam and Water by and between Arconic-Kfm Kft and Arconic-Kfm Mill Products Hungary Kft, dated January 31, 2020 (incorporated by referenceto Exhibit 2.13 to the registrants Annual Report on Form 10-K filed on March 30, 2020) 2.14 Land Use Right Agreement by and between Arconic-Kfm Szkesfehrvri Knnyfmm Korltolt Felelssg Trsasg and Arconic-Kfm Mill Products Hungary Korltolt Felelssg Trsasg, dated January 6, 2020 (incorporated by referenceto Exhibit 2.14 to the registrants Annual Report on Form 10-K filed on March 30, 2020) 2.15(a) Second Supplemental Tax and Project Certificate and Agreement, dated as of March 31, 2020, by and among Arconic Inc., Arconic Davenport LLC and Arconic Rolled Products Corporation (incorporated by reference to Exhibit 2.9 to the registrants Current Report on Form 8-K filed on April 3, 2020) 2.15(b) Third Supplemental Tax and Project Certificate and Agreement, dated as of December 31, 2022, by and among Howmet Aerospace Inc., Arconic US LLC, Arconic Davenport LLC and Arconic Corporation 2.16 Lease and Property Management Agreement, dated as of March 31, 2020, by and between Arconic Inc. and Arconic Massena LLC (incorporated by reference to Exhibit 2.10 to the registrants Current Report on Form 8-K filed on April 3, 2020) 3.1 Amended and Restated Certificate of Incorporation of Arconic Corporation (incorporated by reference to Exhibit 3.1(b) to the registrants Current Report on Form 8-K filed on April 3, 2020) 3.2 Amended and Restated Bylaws of Arconic Corporation (incorporated by reference to Exhibit 3.1 to the registrants Current Report on Form 8-K filed on December 6, 2022) 4.1 Indenture for 6.000% First Lien Notes Due 2025, dated as of May 13, 2020, among Arconic Corporation and U.S. Bank National Association, as trustee, notes collateral agent, registrar, paying agent and authenticating agent (including Form of Note due 2025) (incorporated by reference to Exhibit 4.1 to the registrants Current Report on Form 8-K filed on May 13, 2020) 4.2(a) Indenture for 6.125% Second Lien Notes Due 2028, dated as of February 7, 2020, among Arconic Rolled Products Corporation and U.S. Bank National Association, as trustee, notes collateral agent, registrar, paying agent and authenticating agent (including Form of Note due 2028) (incorporated by reference to Exhibit 10.14 to Amendment No. 2 to the registrants Registration Statement on Form 10 filed on February 7, 2020) 4.2(b) Supplemental Indenture, dated as of March 30, 2020, among each subsidiary listed therein, U.S. Bank National Association, as trustee, and U.S. Bank National Association, as second priority collateral agent, authenticating agent, registrar and paying agent (incorporated by reference to Exhibit 4.2 to the registrants Current Report on Form 8-K filed on April 3, 2020) 4.2(c) Second Supplemental Indenture, dated as of March 3, 2021, among Arconic Corporation and each subsidiary listed therein, U.S. Bank National Association, as trustee, and U.S. Bank National Association, as second priority collateral agent, authenticating agent, registrar and paying agent (incorporated by reference to Exhibit 4.1 to the registrants Current Report on Form 8-K filed on March 3, 2021) 4.3 Description of Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 10.1(a)+ Arconic Corporation 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.1(b)+ Amended and Restated Arconic Corporation 2020 Stock Incentive Plan (incorporated by reference to Exhibit 99.1 to the registrants Registration Statement on Form S-8 filed on May 20, 2021) 10.1(c)+ Arconic Corporation Amended and Restated 2020 Stock Incentive Plan(incorporated by reference to Exhibit 10.4to the registrants Current Report on Form 8-K filed onMay 20, 2022) 10.2+ Form of Indemnification Agreement by and between Arconic Corporation and individual directors or officers (incorporated by reference to Exhibit 10.2 to the registrants registration statement on Form 10 filed on December 17, 2019) 10.3* United Company RUSAL Trading House Agreement for the Supply of Aluminum Products by and between United Company RUSAL Trading House and Arconic SMZ, dated December 27, 2016 (incorporated by reference to Exhibit 10.3 to the registrants registration statement on Form 10 filed on December 17, 2019)* 10.4(a)+ Arconic Corporation Deferred Fee Plan for Directors (incorporated by reference to Exhibit 10.6 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.4(b)+ Arconic Corporation Amended and Restated Deferred Fee Plan for Directors (incorporated by reference to Exhibit 10.2 to the registrants Current Report on Form 8-K filed on December 21, 2020) 10.5(a)+ Arconic Corporation Annual Cash Incentive Plan (incorporated by reference to Exhibit 10.2 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.5(b)+ Amended and Restated Arconic Corporation 2020 Annual Cash Incentive Plan (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on May 21, 2021) 10.5(c)+ Amended and Restated Arconic Corporation 2020 Annual Cash Incentive Plan (incorporated by reference to Exhibit 10.3 to the registrants Current Report on Form 8-K filed on May 20, 2022) 10.6(a)+ Arconic Corporation Non-Employee Director Compensation Policy (incorporated by reference to Exhibit 10.7 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.6(b)+ Arconic Corporation Amended and Restated Non-Employee Director Compensation Policy (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on December 21, 2020) 10.6(c)+ Arconic Corporation Amended Non-Employee Director Compensation Policy, effective January 1, 2022 (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K filed on November 2, 2021) 10.7+ Employment Letter Agreement between Arconic Inc. and Timothy D. Myers, dated as of January 13, 2020 (incorporated by reference to Exhibit 10.7 to Amendment No. 1 to the registrant's registration statement on Form 10 filed on January 22, 2020) 10.8+ Employment Letter Agreement between Arconic Inc. and Erick R. Asmussen, dated as of January 29, 2020 (incorporated by reference to Exhibit 10.8 to Amendment No. 2 to the registrants registration statement on Form 10 filed on February 7, 2020) 10.9+ Employment Letter Agreement between Arconic Corporation and Daniel G. Fayock, dated as of March 7, 2022(incorporated by reference to Exhibit 10.3 to the registrants Quarterly Report on Form 10-Q filed on May 3, 2022) 10.10(a)+ Arconic Corporation Change in Control Severance Plan (incorporated by reference to Exhibit 10.3 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.10(b)+ Arconic CorporationAmended and RestatedChange in Control Severance Plan (incorporated by reference to Exhibit 10.2to the registrants Current Report on Form 8-K filed onMay 20, 2022) 10.11(a)+ Arconic Corporation Executive Severance Plan (incorporated by reference to Exhibit 10.4 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.11(b)+ Arconic Corporation Amended and Restated Executive Severance Plan (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on May 20, 2022) 10.12+ Arconic Corporation Deferred Compensation Plan (incorporated by reference to Exhibit 10.12 to Amendment No. 2 to the registrants registration statement on Form 10 filed on February 7, 2020) 10.13+ Arconic Corporation Excess Plan C (incorporated by reference to Exhibit 10.13 to Amendment No. 2 to the registrants registration statement on Form 10 filed on February 7, 2020) 10.14+ Arconic Corporation Legal Fee Reimbursement Plan (incorporated by reference to Exhibit 10.5 to the registrants Current Report on Form 8-K filed on April 3, 2020) 10.15(a)+ Terms and Conditions for Restricted Share Units for Annual Director Awards under the Arconic Corporation 2020 Stock Incentive Plan, effective April 8, 2020 (incorporated by reference to Exhibit 10.4 to the registrants Current Report on Form 8-K filed on April 10, 2020) 10.15(b)+ Terms and Conditions for Restricted Share Units for Annual Director Awards under the Arconic Corporation 2020 Stock Incentive Plan, effective January 1, 2021 (incorporated by reference to Exhibit 10.3 to the registrants Current Report on Form 8-K filed on December 21, 2020) 10.15(c)+ Terms and Conditions for Deferred Fee Restricted Share Units for Annual Director Awards under the Arconic Corporation 2020 Stock Incentive Plan, effective April 8, 2020 (incorporated by reference to Exhibit 10.5 to the registrants Current Report on Form 8-K filed on April 10, 2020) 10.15(d)+ Terms and Conditions for Deferred Fee Restricted Share Units for Annual Director Awards under the Arconic Corporation 2020 Stock Incentive Plan, effective January 1, 2021 (incorporated by reference to Exhibit 10.4 to the registrants Current Report on Form 8-K filed on December 21, 2020) 10.15(e)+ Form of Restricted Share Unit Award Agreement pursuant to the Arconic Corporation 2020 Stock Incentive Plan, effective April 23, 2020 (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on April 23, 2020) 10.15(f)+ Form of Special Retention Award Agreement pursuant to the Arconic Corporation 2020 Stock Incentive Plan, effective April 23, 2020 (incorporated by reference to Exhibit 10.2 to the registrants Current Report on Form 8-K filed on April 23, 2020) 10.15(g)+ Form of Restricted Share Unit Award Agreement pursuant to the Arconic Corporation 2020 Stock Incentive Plan, effective February 3, 2021 (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on February 8, 2021) 10.15(h)+ Form of Special Retention Award Agreement pursuant to the Arconic Corporation 2020 Stock Incentive Plan, effective February 3, 2021 (incorporated by reference to Exhibit 10.2 to the registrants Current Report on Form 8-K filed on February 8, 2021) 10.15(i)+ Form of Restricted Share Unit Award Agreement pursuant to the Arconic Corporation Amended and Restated 2020 Stock Incentive Plan, effective May 19, 2022 (incorporated by reference to Exhibit 10.5 to the registrants Current Report on Form 8-K filed on May 20, 2022) 10.15(j)+ Form of Special Retention Award Agreement pursuant to the Arconic Corporation Amended and Restated 2020 Stock Incentive Plan, effective May 19, 2022 (incorporated by reference to Exhibit 10.6 to the registrants Current Report on Form 8-K filed on May 20, 2022) 10.15(k)+ Form of Restricted Share Unit Award Agreement pursuant to the Arconic Corporation Amended and Restated 2020 Stock Incentive Plan, effective March 1, 2023 10.15(l)+ Form of Special Retention Award Agreement pursuant to the Arconic Corporation Amended and Restated 2020 Stock Incentive Plan, effective March 1, 2023 10.16 Credit Agreement, dated as of March 25, 2020, by and among Arconic Rolled Products Corporation, the lenders and issuing banks party thereto, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on March 26, 2020) 10.17(a) Credit Agreement, dated May 13, 2020, among Arconic Corporation, a syndicate of lenders named therein and Deutsche Bank AG New York Branch, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.1 to the registrant's Current Report on Form 8-K filed on May 13, 2020) 10.17(b) Amendment No. 1 to Credit Agreement, dated as of February 16, 2022, among Arconic Corporation, the guarantors party thereto, a syndicate of lenders named therein and Deutsche Bank AG New York Branch, as administrative agent (incorporated by reference to Exhibit 10.1 to the registrants Current Report on Form 8-K filed on February 17, 2022) 10.17(c) Amendment No. 2 to Credit Agreement, dated as of February 16, 2022, among Arconic Corporation, the guarantors party thereto, a syndicate of lenders named therein and Deutsche Bank AG New York Branch, as administrative agent (incorporated by reference to Exhibit 10.2 to the registrants Current Report on Form 8-K filed on February 17, 2022) 10.18+ Employment Letter Agreement between Arconic Corporation and Diana B. Perreiah, dated as of August 5, 2022(incorporated by reference to Exhibit 10.1 to the registrants Quarterly Report on Form 10-Q filed on November 1, 2022) 10.19+ Employment Letter Agreement between Arconic Corporation and Robert L. Woodall, dated as of August 5, 2022(incorporated by reference to Exhibit 10.2 to the registrants Quarterly Report on Form 10-Q filed on November 1, 2022) 21 Subsidiaries of the Registrant 23 Consent of Independent Registered Public Accounting Firm 24 Power of Attorney of Directors of Arconic Corporation 31 Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002