ATI 10-K Annual Report Dec. 31, 2023 | Alphaminr
ALLEGHENY TECHNOLOGIES INC
ALPHAMINR

ATI 10-K Fiscal year ended Dec. 31, 2023

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Income Statement
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ALLEGHENY TECHNOLOGIES INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 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 DataNote 1. Summary Of Significant Accounting PoliciesNote 2. Revenue From Contracts with CustomersNote 3. InventoriesNote 4. Property, Plant and EquipmentNote 5. Goodwill and Other Intangible AssetsNote 6. DivestituresNote 7. Joint VenturesNote 8. Asset Retirement ObligationsNote 9. Supplemental Financial Statement InformationNote 10. DebtNote 11. LeasesNote 12. Derivative Financial Instruments and HedgingNote 13. Fair Value Of Financial InstrumentsNote 14. Retirement BenefitsNote 15. Accumulated Other Comprehensive Income (loss)Note 16. Stockholders EquityNote 17. Income TaxesNote 18. Business SegmentsNote 19. Restructuring and Other ChargesNote 20. Per Share InformationNote 21. Commitments and ContingenciesNote 22. Quarterly Financial Data (unaudited)Item 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 and Executive Officers Of The RegistrantItem 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 Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statements and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.2 Certificate of Amendment of Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K dated June 22, 2022 (File No. 1-12001). 3.3 Fourth Amended and Restated Bylaws of ATI Inc. (incorporated by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K dated June 22, 2022 (File No. 1-12001)). 4.3 Supplemental Indenture, dated as of December 22, 2011, among Allegheny Ludlum Corporation, ALC Merger, LLC, and The Bank of New York Mellon (as successor to The Chase Manhattan Bank (National Association)), as Trustee (incorporated by reference to Exhibit 4.4 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2011 (File No. 1-12001)). 4.4 Indenture, dated June 1, 2009, between Allegheny Technologies Incorporated and The Bank of New Your Mellon, as Trustee (incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K dated June 3, 2009 (File No. 1-2001)). 4.5 Form of 5.875% Senior Note due 2027 (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated November 22, 2019 (File No. 1-12001)). 4.6 Sixth Supplemental Indenture, dated November 19, 2019, between Allegheny Technologies Incorporated and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated November 22, 2019 (File No. 1-12001)). 4.7 Indenture, dated June 22, 2020, by and between the Company The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to the Registrants Current Report on Form 8-K dated June 22, 2020 (File No. 1-12001)) 4.8 Form of 3.50% Convertible Senior Note due 2025 (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated June 22, 2020 (File No. 1-12001)) 4.9 Indenture, dated as of September14, 2021, by and between Allegheny Technologies Incorporated andComputershare Trust Company, N.A., as successorTrustee toWells Fargo Bank, National Association, as trustee(incorporated by reference to Exhibit 4.1 to the Registrants Current Report on Form 8-K dated September 14, 2021 (File No. 1-12001)) 4.10 First Supplemental Indenture, dated as of September 9, 2021, by and between Allegheny Technologies Incorporated and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated September 14, 2021 (File No. 1-12001)) 4.11 Form of 4.875% Senior Note due 2029 (incorporated by reference to Exhibit 4.2to the Registrants Current Report on Form 8-K dated September 14, 2021 (File No. 1-12001)) 4.12 Form of 5.125% Senior Note due 2031 (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated September 14, 2021 (File No. 1-12001)) 4.13 Second Supplemental Indenture, dated August 11, 2023, between ATI Inc. and Computershare Trust Company, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated August 11, 2023) (File No. 1-12001)) 4.14 Form of 7.25% Senior Notes due 2030 (incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K dated August 11, 2023) (File No. 1-12001)) 4.15 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.13 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 1-12001)). 10.4 Form of Change in Control Severance Agreement (incorporated by reference to Exhibit 99.1 to the Registrants Current Report on Form 8-K dated December 10, 2019 (File No. 1-12001)).* 10.5 Allegheny Technologies Incorporated Defined Contribution Restoration Plan, as amended and restated as of January 1, 2015 (incorporated by reference to Exhibit 10.4 to the Registrants Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-12001)).* 10.6 Allegheny Technologies Incorporated 2020 Incentive Plan (incorporated by reference to Appendix A to the Registrants Definitive Proxy Statement filed on March 24, 2020 (File No 1-12001)).* 10.7 Form of Time-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.16 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 1-12001)).* 10.8 Form of Performance-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.17 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 1-12001)). 10.9 Addendum to Performance-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10-1 to the Registrants Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 (File No. 1-12001)* 10.10 Form of Performance-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10-15 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2021 (File No. 1-12001)* 10.12 Form of 2023 Time-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10,12 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2022 (File No. 1-12001))* 10.13 Form of 2023 Performance-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10,13 to the Registrants Annual Report on Form 10-K for the year ended December 31, 2022 (File No. 1-12001))* 10.14 Form of 2024 Time-Vested Restricted Stock Unit Agreement (filed herewith)* 10.15 Form of 2024 Performance-Vested Restricted Stock Unit Agreement (filed herewith)* 10.16 Executive Severance Benefit Plan (filed herewith)* 10.17 Retirement, Transition and Release Agreement, dated as of January 8, 2024, by and between the Company and Elliot S. Davis (incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K dated January 10, 2024 (File No. 1-12002))* 10.18 First Amended and Restated Revolving Credit, Term Loan, Delayed Draw Term Loan and Security Agreement, dated as of September 30, 2019, by and among the borrowers party thereto, the Company and other guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as Lender and Agent (incorporated by reference to Exhibit 10.1 to the Registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 (File No. 1-12001)). 10.19 Amendment No. 2, dated as of September 9, 2022, to First Amended and Restated Revolving Credit, Term Loan, Delayed Draw Term Loan and Security Agreement, dated as of September 30, 2019, by and among the borrowers party thereto, the Company and other guarantors party thereto, the lenders party thereto, and PNC Bank, National Association, as Lender and Agent (incorporated by reference to Exhibit 10.1 to the Registrants Quarterly Report on Form 10-Q for the quarter endedJune30, 2023(File No. 1-12001). 10.20 Form of Capped Call Confirmation (incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K dated June 22, 2020 (File No. 1-12001)). 18.1 Preferability Letter (filed herewith). 21.1 Subsidiaries of the Registrant (filed herewith). 23.1 Consent of Ernst & Young LLP (filed herewith). 31.1 Certification of Chief Executive Officer required by Securities and Exchange Commission Rule 13a-14(a) or 15d-14(a) (filed herewith). 31.2 Certification of Principal Financial Officer required by Securities and Exchange Commission Rule 13a-14(a) or 15d-14(a) (filed herewith). 32.1 Certification pursuant to 18 U.S.C. Section 1350 (filed herewith). 97.1 ATI Inc. Executive Compensation Recovery Policy (filed herewith)