[10-Q] Alcoa Corp Quarterly Earnings Report

Rhea-AI Filing Summary

Alcoa Corporation reported third-quarter results showing higher sales and a sharp jump in profitability. Sales were $2.995 billion, up from $2.904 billion a year ago. Net income attributable to Alcoa rose to $232 million, or $0.88 per diluted share, from $90 million, or $0.38, last year. Results reflect two large items: an $856 million charge tied to the permanent closure of the Kwinana alumina refinery, and sizable gains recognized in other income.

Alcoa completed the sale of its 25.1% stake in the Saudi Arabia joint venture, recording a $786 million gain, and booked a $267 million mark‑to‑market gain on Ma’aden shares received as part of the consideration. The Kwinana closure also included a $39 million inventory write‑down. Segment Adjusted EBITDA was $374 million, with Aluminum at $307 million and Alumina at $67 million. For the first nine months, sales reached $9.382 billion and net income attributable to Alcoa was $944 million.

Cash provided from operations for the nine months was $648 million. Cash and cash equivalents were $1.485 billion at September 30, 2025. The company expects approximately $600 million of cash outlays over six years related to Kwinana closure activities. Common shares outstanding were 258,964,032 as of October 23, 2025.

Insights

Accounting & Financial Reporting Analyst

Q3 profit boosted by JV gains; Kwinana closure drives charges.

Alcoa posted higher sales and net income, but earnings quality reflects significant non‑operating items. The company recognized a $786M gain from selling its Saudi Arabia JV stake and a $267M mark‑to‑market gain on Ma’aden shares, included in other income. These gains offset a large $856M restructuring charge from the permanent closure of the Kwinana refinery and a $39M inventory write‑down.

Operating metrics were mixed: Total Segment Adjusted EBITDA was $374M (Aluminum $307M, Alumina $67M). Nine‑month cash from operations of $648M and cash of $1.485B provide liquidity. Asset retirement obligations increased alongside closure reserves.

Alcoa plans approximately $600M of cash outlays over six years for Kwinana. Actual impact on future periods will depend on aluminum/alumina pricing and any changes in fair value of Ma’aden shares.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to _____

Commission File Number: 1-37816

ALCOA CORPORATION

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)		81-1789115 (I.R.S. Employer Identification No.)
201 Isabella Street, Suite 500, Pittsburgh, Pennsylvania (Address of principal executive offices)		15212-5858 (Zip Code)

412-315-2900

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		AA		New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒		Accelerated filer	☐
Non-accelerated filer	☐		Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the registrant’s classes of stock, as of the latest practicable date.

Title or Class		Outstanding Shares as of October 23, 2025
Common Stock, par value $0.01 per share		258,964,032
Series A Convertible Preferred Stock, par value $0.01 per share		4,041,989

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION			1
Item 1.	Financial Statements		1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		33
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		52
Item 4.	Controls and Procedures		52
PART II – OTHER INFORMATION			53
Item 1.	Legal Proceedings		53
Item 1A.	Risk Factors		53
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		53
Item 5.	Other Information		53
Item 6.	Exhibits		54
SIGNATURES			55

Cautionary Statement on Forward-Looking Statements

This report contains statements that relate to future events and expectations and as such constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those containing such words as “aims,” “ambition,” “anticipates,” “believes,” “could,” “develop,” “endeavors,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “outlook,” “potential,” “plans,” “projects,” “reach,” “seeks,” “sees,” “should,” “strive,” “targets,” “will,” “working,” “would,” or other words of similar meaning. All statements by Alcoa Corporation that reflect expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, statements regarding forecasts concerning global demand growth for bauxite, alumina, and aluminum, and supply/demand balances; statements, projections or forecasts of future or targeted financial results, or operating performance (including our ability to execute on strategies related to environmental, social and governance matters); statements about strategies, outlook, and business and financial prospects; and statements about capital allocation and return of capital. These statements reflect beliefs and assumptions that are based on Alcoa Corporation’s perception of historical trends, current conditions, and expected future developments, as well as other factors that management believes are appropriate in the circumstances.

Forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and changes in circumstances that are difficult to predict. Although Alcoa Corporation believes that the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that these expectations will be attained and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. Such risks and uncertainties include, but are not limited to: (a) the impact of global economic conditions on the aluminum industry and aluminum end-use markets; (b) volatility and declines in aluminum and alumina demand and pricing, including global, regional, and product-specific prices, or significant changes in production costs which are linked to the London Metal Exchange (LME) or other commodities; (c) the disruption of market-driven balancing of global aluminum supply and demand by non-market forces; (d) competitive and complex conditions in global markets; (e) our ability to obtain, maintain, or renew permits or approvals necessary for our mining operations; (f) rising energy costs and interruptions or uncertainty in energy supplies; (g) unfavorable changes in the cost, quality, or availability of raw materials or other key inputs, or by disruptions in the supply chain; (h) economic, political, and social conditions, including the impact of trade policies, tariffs, and adverse industry publicity; (i) legal proceedings, investigations, or changes in foreign and/or U.S. federal, state, or local laws, regulations, or policies; (j) changes in tax laws or exposure to additional tax liabilities; (k) climate change, climate change legislation or regulations, and efforts to reduce emissions and build operational resilience to extreme weather conditions; (l) disruptions in the global economy caused by ongoing regional conflicts; (m) fluctuations in foreign currency exchange rates and interest rates, inflation and other economic factors in the countries in which we operate; (n) global competition within and beyond the aluminum industry; (o) our ability to achieve our strategies or expectations relating to environmental, social, and governance considerations; (p) claims, costs, and liabilities related to health, safety and environmental laws, regulations, and other requirements in the jurisdictions in which we operate; (q) liabilities resulting from impoundment structures, which could impact the environment or cause exposure to hazardous substances or other damage; (r) dilution of the ownership position of the Company’s stockholders, price volatility, and other impacts on the price of Alcoa common stock by the secondary listing of the Alcoa common stock on the Australian Securities Exchange; (s) our ability to obtain or maintain adequate insurance coverage; (t) our ability to execute on our strategy to reduce complexity and optimize our asset portfolio and to realize the anticipated benefits from announced plans, programs, initiatives relating to our portfolio, capital investments, and developing technologies; (u) our ability to integrate and achieve intended results from joint ventures, other strategic alliances, and strategic business transactions; (v) our ability to fund capital expenditures; (w) deterioration in our credit profile or increases in interest rates; (x) impacts on our current and future operations due to our indebtedness; (y) our ability to continue to return capital to our stockholders through the payment of cash dividends and/or the repurchase of our common stock; (z) cyber attacks, security breaches, system failures, software or application vulnerabilities, or other cyber incidents; (aa) labor market conditions, union disputes and other employee relations issues; (bb) a decline in the liability discount rate or lower-than-expected investment returns on pension assets; and (cc) the other risk factors discussed in Alcoa’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and other reports filed by Alcoa with the SEC. Alcoa cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are made. Alcoa disclaims any obligation to update publicly any forward-looking statements, whether in response to new information, future events or otherwise, except as required by applicable law. Neither Alcoa nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements.

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Alcoa Corporation and Subsidiaries

Statement of Consolidated Operations (unaudited)

(in millions, except per-share amounts)

		Third quarter ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Sales (E)		$	2,995			$	2,904			$	9,382			$	8,409
Cost of goods sold (exclusive of expenses below)			2,695				2,393				7,785				7,330
Selling, general administrative, and other expenses			78				66				231				195
Research and development expenses			11				16				35				40
Provision for depreciation, depletion, and amortization			160				159				461				483
Restructuring and other charges, net (D)			885				30				904				250
Interest expense			33				44				142				111
Other (income) expenses, net (Q)			(1,034	)			12				(1,172	)			49
Total costs and expenses			2,828				2,720				8,386				8,458
Income (loss) before income taxes			167				184				996				(49	)
(Benefit from) provision for income taxes			(51	)			86				79				129
Net income (loss)			218				98				917				(178	)
Less: Net (loss) income attributable to noncontrolling interest			(14	)			8				(27	)			(36	)
NET INCOME (LOSS) ATTRIBUTABLE TO ALCOA    CORPORATION		$	232			$	90			$	944			$	(142	)
EARNINGS PER SHARE ATTRIBUTABLE TO ALCOA    CORPORATION COMMON SHAREHOLDERS (F):
Basic		$	0.88			$	0.39			$	3.59			$	(0.72	)
Diluted		$	0.88			$	0.38			$	3.57			$	(0.72	)

The accompanying notes are an integral part of the consolidated financial statements.

1

Alcoa Corporation and Subsidiaries

Statement of Consolidated Comprehensive Income (unaudited)

(in millions)

		Alcoa Corporation								Noncontrolling interest								Total
		Third quarter ended September 30,								Third quarter ended September 30,								Third quarter ended September 30,
		2025				2024				2025				2024				2025				2024
Net income (loss)		$	232			$	90			$	(14	)		$	8			$	218			$	98
Other comprehensive (loss) income, net of tax (G):
Change in unrecognized net actuarial gain/loss    and prior service cost/benefit related to pension    and other postretirement benefits			7				1				—				(2	)			7				(1	)
Foreign currency translation adjustments			87				144				—				(35	)			87				109
Net change in unrecognized gains/losses on cash    flow hedges			(100	)			(51	)			—				1				(100	)			(50	)
Total Other comprehensive (loss) income, net of tax			(6	)			94				—				(36	)			(6	)			58
Comprehensive income (loss)		$	226			$	184			$	(14	)		$	(28	)		$	212			$	156
		Alcoa Corporation								Noncontrolling interest								Total
		Nine months ended September 30,								Nine months ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024				2025				2024
Net income (loss)		$	944			$	(142	)		$	(27	)		$	(36	)		$	917			$	(178	)
Other comprehensive income (loss), net of tax (G):
Change in unrecognized net actuarial gain/loss    and prior service cost/benefit related to pension    and other postretirement benefits			23				23				—				4				23				27
Foreign currency translation adjustments			479				(38	)			10				(105	)			489				(143	)
Net change in unrecognized gains/losses on cash    flow hedges			(131	)			17				—				—				(131	)			17
Total Other comprehensive income (loss), net of tax			371				2				10				(101	)			381				(99	)
Comprehensive income (loss)		$	1,315			$	(140	)		$	(17	)		$	(137	)		$	1,298			$	(277	)

The accompanying notes are an integral part of the consolidated financial statements.

2

Alcoa Corporation and Subsidiaries

Consolidated Balance Sheet (unaudited)

(in millions)

		September 30, 2025				December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents (M)		$	1,485			$	1,138
Receivables from customers (I)			1,045				1,096
Other receivables			149				143
Inventories (J)			2,191				1,998
Fair value of derivative instruments (M)			44				25
Prepaid expenses and other current assets			370				514
Total current assets			5,284				4,914
Properties, plants, and equipment			20,800				19,550
Less: accumulated depreciation, depletion, and amortization			14,171				13,161
Properties, plants, and equipment, net			6,629				6,389
Investments (H)			480				980
Noncurrent marketable securities (C & M)			1,467				—
Deferred income taxes			524				284
Fair value of derivative instruments (M)			47				—
Other noncurrent assets (Q)			1,538				1,497
Total assets		$	15,969			$	14,064
LIABILITIES
Current liabilities:
Accounts payable, trade		$	1,618			$	1,805
Accrued compensation and retirement costs			370				362
Taxes, including income taxes			339				102
Fair value of derivative instruments (M)			329				263
Other current liabilities			730				788
Long-term debt due within one year (K & M)			—				75
Total current liabilities			3,386				3,395
Long-term debt, less amount due within one year (K & M)			2,578				2,470
Accrued pension benefits (L)			227				256
Accrued other postretirement benefits (L)			391				412
Asset retirement obligations (O)			1,207				691
Environmental remediation (P)			205				182
Fair value of derivative instruments (M)			929				836
Noncurrent income taxes			109				9
Other noncurrent liabilities and deferred credits			506				656
Total liabilities			9,538				8,907
CONTINGENCIES AND COMMITMENTS (P)
MEZZANINE EQUITY
Noncontrolling interest (C)			86				—
EQUITY
Preferred stock			—				—
Common stock			3				3
Additional capital			11,570				11,587
Accumulated deficit			(458	)			(1,323	)
Accumulated other comprehensive loss (G)			(4,770	)			(5,110	)
Total equity			6,345				5,157
Total liabilities, mezzanine equity, and equity		$	15,969			$	14,064

The accompanying notes are an integral part of the consolidated financial statements.

3

Alcoa Corporation and Subsidiaries

Statement of Consolidated Cash Flows (unaudited)

(in millions)

		Nine months ended September 30,
		2025				2024
CASH FROM OPERATIONS
Net income (loss)		$	917			$	(178	)
Adjustments to reconcile net income (loss) to cash from operations:
Depreciation, depletion, and amortization			461				483
Deferred income taxes			(205	)			(8	)
Equity loss, net of dividends (H)			1				2
Restructuring and other charges, net (D)			904				250
Net (gain) loss from investing activities – asset and investment sales (Q)			(785	)			18
Mark-to-market gain on noncurrent marketable securities (Q)			(267	)			—
Net periodic pension benefit cost (L)			14				8
Stock-based compensation			33				31
(Gain) loss on mark-to-market derivative financial contracts			(48	)			16
Other			65				33
Changes in assets and liabilities, excluding effects of divestitures and    foreign currency translation adjustments:
Decrease (increase) in receivables			101				(202	)
(Increase) decrease in inventories			(61	)			79
Decrease (increase) in prepaid expenses and other current assets			127				(12	)
Decrease in accounts payable, trade			(260	)			(149	)
Decrease in accrued expenses			(237	)			(88	)
Increase in taxes, including income taxes			86				55
Pension contributions (L)			(16	)			(14	)
Increase in noncurrent assets			(91	)			(4	)
Decrease in noncurrent liabilities			(91	)			(113	)
CASH PROVIDED FROM OPERATIONS			648				207
FINANCING ACTIVITIES
Additions to debt (K)			1,040				989
Payments on debt (K)			(1,069	)			(285	)
Dividends paid on Alcoa preferred stock			(1	)			—
Dividends paid on Alcoa common stock			(78	)			(63	)
Payments related to tax withholding on stock-based compensation awards			(5	)			(15	)
Financial contributions for the divestiture of businesses (C)			(6	)			(19	)
Contributions from noncontrolling interest (C)			27				65
Distributions to noncontrolling interest			—				(49	)
Acquisition of noncontrolling interest (C)			—				(23	)
Other			(3	)			(5	)
CASH (USED FOR) PROVIDED FROM FINANCING ACTIVITIES			(95	)			595
INVESTING ACTIVITIES
Capital expenditures			(375	)			(411	)
Proceeds from the sale of assets			3				2
Additions to investments			(42	)			(30	)
Sale of investments			161				—
Other			2				5
CASH USED FOR INVESTING ACTIVITIES			(251	)			(434	)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH    EQUIVALENTS AND RESTRICTED CASH			38				(5	)
Net change in cash and cash equivalents and restricted cash			340				363
Cash and cash equivalents and restricted cash at beginning of year			1,234				1,047
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT    END OF PERIOD		$	1,574			$	1,410

The accompanying notes are an integral part of the consolidated financial statements.

4

Alcoa Corporation and Subsidiaries

Statement of Changes in Consolidated Mezzanine Equity and Equity (unaudited)

(in millions)

	Mezzanine equity				Alcoa Corporation shareholders
	Non- controlling interest				Preferred stock			Common stock			Additional capital			Accumulated deficit			Accumulated other comprehensive (loss) income			Non- controlling interest			Total equity
Balance at January 1, 2024	$	—			$	—		$	2		$	9,187		$	(1,293	)	$	(3,645	)	$	1,594		$	5,845
Net loss		—				—			—			—			(252	)		—			(55	)		(307	)
Other comprehensive income (loss) (G)		—				—			—			—			—			17			(53	)		(36	)
Stock-based compensation		—				—			—			10			—			—			—			10
Net effect of tax withholding for    compensation plans and    exercise of stock options		—				—			—			(15	)		—			—			—			(15	)
Dividends paid on Alcoa common    stock ($0.10 per share)		—				—			—			—			(19	)		—			—			(19	)
Contributions		—				—			—			—			—			—			61			61
Distributions		—				—			—			—			—			—			(6	)		(6	)
Other		—				—			—			2			—			—			(1	)		1
Balance at March 31, 2024	$	—			$	—		$	2		$	9,184		$	(1,564	)	$	(3,628	)	$	1,540		$	5,534
Net income		—				—			—			—			20			—			11			31
Other comprehensive loss (G)		—				—			—			—			—			(109	)		(12	)		(121	)
Stock-based compensation		—				—			—			12			—			—			—			12
Dividends paid on Alcoa common    stock ($0.10 per share)		—				—			—			—			(18	)		—			—			(18	)
Contributions		—				—			—			—			—			—			4			4
Distributions		—				—			—			—			—			—			(26	)		(26	)
Balance at June 30, 2024	$	—			$	—		$	2		$	9,196		$	(1,562	)	$	(3,737	)	$	1,517		$	5,416
Net income		—				—			—			—			90			—			8			98
Other comprehensive income (loss) (G)		—				—			—			—			—			94			(36	)		58
Stock-based compensation		—				—			—			9			—			—			—			9
Dividends paid on Alcoa preferred    stock ($0.10 per share)		—				—			—			—			—			—			—			—
Dividends paid on Alcoa common    stock ($0.10 per share)		—				—			—			—			(26	)		—			—			(26	)
Distributions		—				—			—			—			—			—			(17	)		(17	)
Acquisition of noncontrolling interest (C)		—				—			1			2,282			—			(1,099	)		(1,472	)		(288	)
Balance at September 30, 2024	$	—			$	—		$	3		$	11,487		$	(1,498	)	$	(4,742	)	$	—		$	5,250
Balance at January 1, 2025	$	—			$	—		$	3		$	11,587		$	(1,323	)	$	(5,110	)	$	—		$	5,157
Net income		—				—			—			—			548			—			—			548
Other comprehensive income (G)		—				—			—			—			—			206			—			206
Stock-based compensation		—				—			—			11			—			—			—			11
Net effect of tax withholding for    compensation plans and    exercise of stock options		—				—			—			(5	)		—			—			—			(5	)
Dividends paid on Alcoa preferred    stock ($0.10 per share)		—				—			—			—			—			—			—			—
Dividends paid on Alcoa common    stock ($0.10 per share)		—				—			—			—			(26	)		—			—			(26	)
Joint venture formation (C)		103				—			—			(45	)		—			(31	)		—			(76	)
Balance at March 31, 2025	$	103			$	—		$	3		$	11,548		$	(801	)	$	(4,935	)	$	—		$	5,815
Net (loss) income		(13	)			—			—			—			164			—			—			164
Other comprehensive income (G)		10				—			—			—			—			171			—			171
Stock-based compensation		—				—			—			12			—			—			—			12
Dividends paid on Alcoa preferred    stock ($0.10 per share)		—				—			—			—			(1	)		—			—			(1	)
Dividends paid on Alcoa common    stock ($0.10 per share)		—				—			—			—			(26	)		—			—			(26	)
Balance at June 30, 2025	$	100			$	—		$	3		$	11,560		$	(664	)	$	(4,764	)	$	—		$	6,135
Net (loss) income		(14	)			—			—			—			232			—			—			232
Other comprehensive loss (G)		—				—			—			—			—			(6	)		—			(6	)
Stock-based compensation		—				—			—			10			—			—			—			10
Dividends paid on Alcoa preferred    stock ($0.10 per share)		—				—			—			—			—			—			—			—
Dividends paid on Alcoa common    stock ($0.10 per share)		—				—			—			—			(26	)		—			—			(26	)
Balance at September 30, 2025	$	86			$	—		$	3		$	11,570		$	(458	)	$	(4,770	)	$	—		$	6,345

The accompanying notes are an integral part of the consolidated financial statements.

5

Alcoa Corporation and Subsidiaries

Notes to the Consolidated Financial Statements (unaudited)

(dollars in millions, except per-share amounts; metric tons in thousands (kmt))

A. Basis of Presentation – The interim Consolidated Financial Statements of Alcoa Corporation and its subsidiaries (Alcoa Corporation, Alcoa, or the Company) are unaudited. These Consolidated Financial Statements include all adjustments, consisting only of normal recurring adjustments, considered necessary by management to fairly state the Company’s results of operations, financial position, and cash flows. The results reported in these Consolidated Financial Statements are not necessarily indicative of the results that may be expected for the entire year. The 2024 year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America (GAAP). This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, which includes disclosures required by GAAP.

In accordance with GAAP, certain situations require management to make estimates based on judgments and assumptions, which may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements. They also may affect the reported amounts of revenues and expenses during the reporting periods. Management uses historical experience and all available information to make these estimates. Management regularly evaluates the judgments and assumptions used in its estimates, and results could differ from those estimates upon future events and their effects or new information.

Principles of Consolidation. The Consolidated Financial Statements of the Company include the accounts of Alcoa Corporation and companies in which Alcoa Corporation has a controlling interest, including those that comprise the San Ciprián joint venture (see Note C). Intercompany transactions have been eliminated. The equity method of accounting is used for investments in affiliates and other joint ventures over which the Company has significant influence but does not have effective control. Investments in affiliates in which Alcoa Corporation cannot exercise significant influence are accounted for at cost less any impairment, a measurement alternative in accordance with GAAP.

Prior to Alcoa’s acquisition of Alumina Limited on August 1, 2024 (see Note C), Alcoa consolidated its 60% ownership in the entities comprising the Alcoa World Alumina & Chemicals (AWAC) joint venture and Alumina Limited’s interest in the equity of such entities was reflected as Noncontrolling interest within Equity on the accompanying Consolidated Balance Sheet.

B. Recently Adopted and Recently Issued Accounting Guidance

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) No. 2024-03 which requires detailed disclosures about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) included within commonly presented expense captions (including cost of goods sold; selling, general administrative, and other expense; and research and development expenses). The guidance is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The adoption of this guidance will not have a material impact on the Company’s financial position or results of operations and will provide enhanced disclosures regarding expenses beginning in the Company’s Annual Report on Form 10-K for the year ended December 31, 2027.

In December 2023, the FASB issued ASU No. 2023-09 which includes changes to income tax disclosures, including greater disaggregation of information in the rate reconciliation and disclosure of taxes paid by jurisdiction. The guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The adoption of this guidance will not have a material impact on the Company’s financial position or results of operations and will provide enhanced disclosures regarding income taxes beginning in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

6

C. Acquisitions and Divestitures

Saudi Arabia Joint Venture

On July 1, 2025, Alcoa completed the sale of its full ownership interest of 25.1% in the Saudi Arabia joint venture, comprised of the Ma’aden Bauxite and Alumina Company (MBAC) and the Ma’aden Aluminium Company (MAC), to Saudi Arabian Mining Company (Ma’aden) in exchange for total consideration of $1,350, comprised of 85,977,547 shares of Ma’aden (valued at $1,200 (SAR 4,501) as of closing) and $150 (SAR 562) in cash (to be used primarily for related taxes and transaction costs). The Company recorded a gain of $786, net of $18 in transaction costs, in Other (income) expenses, net on the Statement of Consolidated Operations in the third quarter and nine-month period of 2025 (see Note Q). The receipt of shares is a non-cash investing activity and cash received is presented within investing activities in the Statement of Consolidated Cash Flows.

The shares of Ma’aden are presented as Noncurrent marketable securities on the Consolidated Balance Sheet, as they are subject to transfer and sale restrictions, including a restriction requiring Alcoa to hold its Ma’aden shares for a minimum of three years, with one-third of the shares becoming transferable after each of the third, fourth, and fifth anniversaries of closing of the transaction (the holding period). During the holding period, Alcoa is permitted, under certain conditions, to hedge and borrow against its Ma’aden shares. Under certain circumstances, such minimum holding period would be reduced.

Subsequent to July 1, 2025, the fair value of the shares is based on the unadjusted quoted price on the Saudi Exchange (Tadawul) with changes in fair value recorded within Other (income) expenses, net. In the third quarter and nine-month period of 2025, the Company recorded a mark-to-market gain of $267 in Other (income) expenses, net (see Note Q) on the accompanying Statement of Consolidated Operations related to changes in fair value of the shares.

San Ciprián Joint Venture

On March 31, 2025, Alcoa and IGNIS Equity Holdings, SL (IGNIS EQT) entered into a joint venture agreement (the Agreement) whereby Alcoa owns 75% and continues as the managing operator and IGNIS EQT owns 25% of the San Ciprián operations (Spain).

Under the terms of the Agreement, Alcoa and IGNIS EQT contributed $81 (€75) and $27 (€25), respectively, to form the joint venture, and up to approximately $117 (€100) will be funded by Alcoa as needed for operations with a priority position in future cash returns. Further funding requires agreement by both partners and would be shared 75% by Alcoa and 25% by IGNIS EQT.

The transaction was accounted for as an equity transaction where IGNIS EQT’s noncontrolling interest was reflected as a decrease to Additional capital on the accompanying Consolidated Balance Sheet. Noncontrolling interest was measured at 25% of the net assets included in the joint venture at formation ($103), which includes the contributions described above ($108). Additionally, certain amounts related to foreign currency translation adjustments previously included within Accumulated other comprehensive loss ($31) were reclassified to Additional capital.

The Agreement also provides IGNIS EQT a put option whereby IGNIS EQT can require Alcoa Corporation to purchase from IGNIS EQT its 25% interest at the then fair market value upon certain change in control provisions. Alcoa classified the Noncontrolling interest within Mezzanine equity on the Consolidated Balance Sheet, as IGNIS EQT’s redemption of the put option is not solely within the Company’s control. Subsequent to formation of the joint venture on March 31, 2025, changes in the carrying value of Noncontrolling interest on the Consolidated Balance Sheet were solely comprised of the comprehensive loss attributable to IGNIS EQT’s 25% interest, as a change in control of the San Ciprián operations was not deemed probable.

Alumina Limited Acquisition

On August 1, 2024, Alcoa completed the acquisition of all of the ordinary shares of Alumina Limited (Alumina Shares) through a wholly-owned subsidiary, AAC Investments Australia 2 Pty Ltd. At acquisition, Alumina Limited held a 40% ownership interest in the AWAC joint venture, consisting of several affiliated operating entities, which own, have an interest in, or operate the bauxite mines and alumina refineries within Alcoa Corporation’s Alumina segment (except for the Poços de Caldas mine and refinery and portions of the São Luís refinery, all in Brazil) and a portion (55%) of the Portland smelter (Australia) within Alcoa Corporation’s Aluminum segment. Upon completion of the Alumina Limited acquisition, Alumina Limited and, as a result, the operations held by the AWAC joint venture, became wholly-owned subsidiaries of Alcoa Corporation.

Under the Scheme Implementation Deed entered into in March 2024, as amended in May 2024, holders of Alumina Shares received 0.02854 Alcoa CHESS Depositary Interests (CDIs) for each Alumina Share (the Agreed Ratio), except that i) holders of Alumina Shares represented by American Depositary Shares, each of which represented 4 Alumina Shares, received 0.02854 shares of Alcoa common stock and ii) a certain shareholder received, for certain of their Alumina Shares, 0.02854 shares of Alcoa non-voting convertible preferred stock. The Alcoa CDIs are quoted on the Australian Stock Exchange.

7

At closing, Alumina Shares outstanding of 2,760,056,014 and 141,625,403 were exchanged for 78,772,422 and 4,041,989 shares of Alcoa common stock and Alcoa preferred stock, respectively. Based on Alcoa’s closing share price as of July 31, 2024, the Agreed Ratio implied a value of A$1.45 per Alumina Share and aggregate purchase consideration of approximately $2,700 for Alumina Limited.

The transaction consisted in substance of the acquisition of Alumina Limited’s noncontrolling interest in AWAC ($1,472), the assumption of Alumina Limited’s indebtedness ($385), the recognition of deferred tax assets ($121), and the acquisition of cash ($9) and other current liabilities ($1). The transaction was accounted for as an equity transaction where net assets acquired ($1,216) and transaction costs ($32) were reflected as an increase to Additional capital. Amounts related to Accumulated other comprehensive loss previously attributable to and included within Noncontrolling interest ($1,099) were reclassified to Accumulated other comprehensive loss.

Earnings attributable to Alumina Limited’s ownership interest were recognized within Noncontrolling interest through July 31, 2024.

Warrick Rolling Mill Divestiture

In March 2021, Alcoa completed the sale of its rolling mill located at Warrick Operations (Warrick Rolling Mill) and recorded estimated liabilities for site separation commitments.

During the third quarter and nine-month period of 2025, the Company spent $1 and $6 against the reserve, respectively.

The Company recorded charges of $15 in the nine-month period of 2024 in Other (income) expenses, net on the accompanying Statement of Consolidated Operations related to these commitments. During the third quarter and the nine-month period of 2024, the Company spent $7 and $19 against the reserve, respectively.

The remaining balance of $2 at September 30, 2025 is expected to be spent in 2025. The cash spent against the reserve is included in Cash (used for) provided from financing activities on the Statement of Consolidated Cash Flows.

D. Restructuring and Other Charges, Net

In the third quarter and the nine-month period of 2025, Alcoa Corporation recorded Restructuring and other charges, net, of $885 and $904, respectively, which were primarily comprised of:

•A charge of $856 (both periods) for the closure of the Kwinana (Australia) alumina refinery;

•A net charge of $17 and $37, respectively, to record additional asset retirement obligation and environmental reserves at previously closed sites (see Note O and Note P);

•A charge of $2 and $11, respectively, for certain employee obligations related to the February 2023 updated viability agreement for the San Ciprián (Spain) aluminum smelter; and,

•A charge of $7 and net benefit of ($3), respectively, for take-or-pay contract costs at previously closed sites.

In the third quarter and the nine-month period of 2024, Alcoa Corporation recorded Restructuring and other charges, net, of $30 and $250, respectively, which were primarily comprised of:

•A charge of $205 (nine-month period only) for the curtailment of the Kwinana alumina refinery;

•A charge of $4 and $16, respectively, for take-or-pay contract costs at a previously closed site;

•A net charge of $14 and $15, respectively, to record additional environmental and asset retirement obligation reserves at previously closed sites (see Note P); and,

•A charge of $12 (both periods) for contract termination costs at a previously closed site.

8

In September 2025, Alcoa announced the permanent closure of the Kwinana alumina refinery, which had been fully curtailed since June 2024. The Company recorded charges of $856 in Restructuring and other charges, net on the Statement of Consolidated Operations, including $430 to establish reserves for asset retirement obligations (see Note O) and environmental remediation (see Note P), $265 to impair fixed assets, $75 to write-off the remaining net book value of other assets (see Note Q), and $86 to accrue for other costs. Additionally, a charge of $39 was recorded in Cost of goods sold on the Statement of Consolidated Operations to write down remaining inventories to net realizable value. Cash outlays related to the permanent closure of the site are expected to approximate $600 over the next six years (which includes existing reserves for asset retirement obligations, other costs, environmental remediation, and employee related liabilities), with approximately $75 to be spent in the fourth quarter of 2025.

The Kwinana refinery had approximately 220 employees at the time of closure; this number will be reduced during 2026 as the closure progresses. Certain employees will remain beyond 2026 to prepare the site for future redevelopment. Associated severance costs were previously recorded in the first quarter of 2024.

In June 2024, Alcoa completed the full curtailment of the Kwinana refinery, as planned, which was announced in January 2024. In the first quarter of 2024, the Company recorded charges of $197 in Restructuring and other charges, net on the Statement of Consolidated Operations comprised of other costs of $136 for water management costs ($123) and take-or-pay contracts ($13), severance and employee termination costs of $41, asset retirement obligations of $15, and asset impairments of $5. The Company recorded net charges of $8 and $82 in Restructuring and other charges, net on the Statement of Consolidated Operations in the second quarter and fourth quarter of 2024, respectively, comprised of others costs of $96, partially offset by an adjustment to decrease the asset retirement obligation by $6. Payments related to other costs were $46 and $132 in the third quarter and nine-month period of 2025, respectively.

Alcoa Corporation does not include Restructuring and other charges, net in the results of its reportable segments. The impact of allocating such charges to segment results would have been as follows:

		Third quarter ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Alumina		$	847			$	—			$	847			$	205
Aluminum			2				—				11				—
Segment total			849				—				858				205
Corporate			36				30				46				45
Total Restructuring and other charges, net		$	885			$	30			$	904			$	250

Activity and reserve balances for restructuring charges were as follows:

		Severance and employee termination costs				Other costs				Total
Balance at December 31, 2023		$	6			$	57			$	63
Restructuring and other charges, net			44				264				308
Cash payments			(38	)			(145	)			(183	)
Reversals and other			1				(8	)			(7	)
Balance at December 31, 2024			13				168				181
Restructuring and other charges, net			2				94				96
Cash payments			(2	)			(157	)			(159	)
Reversals and other			—				8				8
Balance at September 30, 2025		$	13			$	113			$	126

The activity and reserve balances include only Restructuring and other charges, net that impacted the reserves for Severance and employee termination costs and Other costs. Restructuring and other charges, net that affected other liability accounts such as Accrued pension benefits (see Note L), Asset retirement obligations (see Note O), and Environmental remediation (see Note P) are excluded from the above activity and balances. Reversals and other includes reversals of previously recorded liabilities and foreign currency translation impacts.

The noncurrent portion of the reserve was $30 and $8 at September 30, 2025 and December 31, 2024, respectively.

9

E. Segment Information – Alcoa Corporation is a producer of bauxite, alumina, and aluminum products. The Company has two operating and reportable segments: (i) Alumina and (ii) Aluminum. The primary measure of performance reported to Alcoa Corporation’s President and Chief Executive Officer (identified as the Company’s CODM) is Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) for each segment.

The Company calculates Segment Adjusted EBITDA as Total sales (third-party and intersegment) minus the following items: Cost of goods sold; Selling, general administrative, and other expenses; and Research and development expenses. Alcoa Corporation’s Segment Adjusted EBITDA may not be comparable to similarly titled measures of other companies. The CODM regularly reviews Segment Adjusted EBITDA to assess performance and allocate resources (including employees, property, and financial or capital resources) in the planning and strategic review process.

The operating results, capital expenditures, and assets of Alcoa Corporation’s reportable segments were as follows (differences between segment totals and consolidated amounts are in Corporate):

			Alumina				Aluminum				Total
Third quarter ended September 30, 2025
Sales:
Third-party sales			$	954			$	2,040			$	2,994
Intersegment sales				474				5				479
Total sales			$	1,428			$	2,045			$	3,473
Adjusted operating costs(1)				779				1,406				2,185
Other segment items(2)				582				332				914
Segment Adjusted EBITDA			$	67			$	307			$	374
Supplemental information:
Depreciation, depletion, and amortization			$	88			$	67			$	155
Equity income				—				—				—
Capital expenditures				75				67				142
Third quarter ended September 30, 2024
Sales:
Third-party sales			$	1,096			$	1,802			$	2,898
Intersegment sales				565				5				570
Total sales			$	1,661			$	1,807			$	3,468
Adjusted operating costs(1)				734				1,353				2,087
Other segment items(2)				560				274				834
Segment Adjusted EBITDA			$	367			$	180			$	547
Supplemental information:
Depreciation, depletion, and amortization			$	85			$	68			$	153
Equity income (loss)				6				(11	)			(5	)
Capital expenditures				100				42				142

10

			Alumina				Aluminum				Total
Nine months ended September 30, 2025
Sales:
Third-party sales			$	3,468			$	5,897			$	9,365
Intersegment sales				1,653				14				1,667
Total sales			$	5,121			$	5,911			$	11,032
Adjusted operating costs(1)				2,272				4,558				6,830
Other segment items(2)				1,979				815				2,794
Segment Adjusted EBITDA			$	870			$	538			$	1,408
Supplemental information:
Depreciation, depletion, and amortization			$	244			$	200			$	444
Equity income (loss)				6				(3	)			3
Capital expenditures				201				158				359
Nine months ended September 30, 2024
Sales:
Third-party sales			$	3,067			$	5,335			$	8,402
Intersegment sales				1,417				12				1,429
Total sales			$	4,484			$	5,347			$	9,831
Adjusted operating costs(1)				2,344				3,974				6,318
Other segment items(2)				1,448				910				2,358
Segment Adjusted EBITDA			$	692			$	463			$	1,155
Supplemental information:
Depreciation, depletion, and amortization			$	262			$	204			$	466
Equity (loss) income				(3	)			12				9
Capital expenditures				266				132				398

(1)Adjusted operating costs include all production related costs for alumina or aluminum produced and shipped: raw materials consumed; conversion costs, such as labor, materials, and utilities; and plant administrative expenses.

(2)Other segment items include costs associated with trading activity, the Alumina segment’s purchase of bauxite from offtake or other supply agreements, the Alumina segment’s commercial shipping services, and the Aluminum segment’s energy assets; other direct and non-production related charges including tariff costs; Selling, general administrative, and other expenses; and Research and development expenses.

			Alumina				Aluminum				Total
September 30, 2025
Assets:
Equity investments			$	240			$	236			$	476
Segment assets				5,728				6,090				11,818
December 31, 2024
Assets:
Equity investments			$	420			$	546			$	966
Segment assets				6,138				6,129				12,267

11

The following table reconciles Total Segment Adjusted EBITDA to Consolidated net income (loss) attributable to Alcoa Corporation:

		Third quarter ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Total Segment Adjusted EBITDA		$	374			$	547			$	1,408			$	1,155
Unallocated amounts:
Transformation(1)			(20	)			(14	)			(53	)			(44	)
Intersegment eliminations			(39	)			(38	)			199				(75	)
Corporate expenses(2)			(42	)			(39	)			(124	)			(114	)
Provision for depreciation, depletion, and amortization			(160	)			(159	)			(461	)			(483	)
Restructuring and other charges, net (D)			(885	)			(30	)			(904	)			(250	)
Interest expense			(33	)			(44	)			(142	)			(111	)
Other income (expenses), net (Q)			1,034				(12	)			1,172				(49	)
Other(3)			(62	)			(27	)			(99	)			(78	)
Consolidated income (loss) before income taxes			167				184				996				(49	)
Benefit from (provision for) income taxes			51				(86	)			(79	)			(129	)
Net loss (income) attributable to noncontrolling interest			14				(8	)			27				36
Consolidated net income (loss) attributable to Alcoa Corporation		$	232			$	90			$	944			$	(142	)

(1)Transformation includes, among other items, the Adjusted EBITDA of previously closed operations.

(2)Corporate expenses are composed of general administrative and other expenses of operating the corporate headquarters and other global administrative facilities, as well as research and development expenses of the corporate technical center.

(3)Other includes certain items that are not included in the Adjusted EBITDA of the reportable segments.

The following table details Alcoa Corporation’s Sales by product division:

		Third quarter ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Aluminum		$	2,068			$	1,836			$	6,016			$	5,431
Alumina			829				996				2,870				2,790
Bauxite			112				92				557				249
Energy			57				37				128				99
Other(1)			(71	)			(57	)			(189	)			(160	)
		$	2,995			$	2,904			$	9,382			$	8,409

(1)Other includes realized gains and losses related to embedded derivative instruments designated as cash flow hedges of forward sales of aluminum (see Note M).

12

F. Earnings Per Share

Basic earnings per share (EPS) is calculated using the two-class method. Under the two-class method, earnings are allocated to Alcoa common stock and preferred stock based on the pro-rata share of each class outstanding. Diluted EPS assumes the issuance of common stock for all potentially dilutive share equivalents outstanding. Diluted EPS is calculated under both the two-class and if-converted methods, and the more dilutive amount is reported.

In the third quarter and the nine-month period of 2025, dividends paid on preferred stock were $1 (nine-month period only) and undistributed earnings of $3 and $13, respectively, were allocated to preferred stock under the two-class method.

In the third quarter and nine-month period of 2024, undistributed earnings of $1 (both periods) were allocated to preferred stock under the two-class method.

The share information used to compute basic and diluted EPS attributable to Alcoa Corporation common shareholders was as follows (shares in millions):

		Third quarter ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Average shares outstanding – basic			259				232				259				197
Effect of dilutive securities:
Stock options			—				—				—				—
Stock units			2				2				1				—
Average shares outstanding – diluted			261				234				260				197

In the nine-month period of 2024, basic average shares outstanding and diluted average shares outstanding were the same because the effect of potential shares of common stock was anti-dilutive. Had Alcoa generated net income in the nine-month period of 2024, one million common share equivalents related to three million outstanding stock units and stock options combined would have been included in diluted average shares outstanding for the period.

13

G. Accumulated Other Comprehensive (Loss) Income

The following table details the activity of the three components that comprise Accumulated other comprehensive (loss) income for Alcoa Corporation’s shareholders and Noncontrolling interest:

		Alcoa Corporation								Noncontrolling interest
		Third quarter ended September 30,								Third quarter ended September 30,
		2025				2024				2025				2024
Pension and other postretirement benefits (L)
Balance at beginning of period		$	5			$	22			$	—			$	(9	)
Other comprehensive income (loss):
Unrecognized net actuarial gain/loss and    prior service cost/benefit			1				(5	)			—				(2	)
Tax benefit(2)			1				1				—				—
Total Other comprehensive income (loss)    before reclassifications, net of tax			2				(4	)			—				(2	)
Amortization of net actuarial gain/loss and    prior service cost/benefit(1)			5				5				—				—
Total amount reclassified from Accumulated    other comprehensive loss, net of tax(7)			5				5				—				—
Total Other comprehensive income (loss)			7				1				—				(2	)
Acquisition of noncontrolling interest (C)			—				(11	)			—				11
Balance at end of period		$	12			$	12			$	—			$	—
Foreign currency translation
Balance at beginning of period		$	(3,833	)		$	(2,775	)		$	10			$	(1,053	)
Other comprehensive income (loss)			87				144				—				(35	)
Acquisition of noncontrolling interest (C)			—				(1,088	)			—				1,088
Balance at end of period		$	(3,746	)		$	(3,719	)		$	10			$	—
Cash flow hedges (M)
Balance at beginning of period		$	(936	)		$	(984	)		$	—			$	(1	)
Other comprehensive (loss) income:
Net change from periodic revaluations			(207	)			(143	)			—				—
Tax benefit(2)			34				33				—				—
Total Other comprehensive loss    before reclassifications, net of tax			(173	)			(110	)			—				—
Net amount reclassified to earnings:
Aluminum contracts(3)			86				73				—				—
Financial contracts(4)			4				—				—				—
Interest rate contracts(5)			—				—				—				1
Foreign exchange contracts(6)			—				1				—				—
Sub-total			90				74				—				1
Tax expense(2)			(17	)			(15	)			—				—
Total amount reclassified from Accumulated    other comprehensive loss, net of tax(7)			73				59				—				1
Total Other comprehensive (loss) income			(100	)			(51	)			—				1
Balance at end of period		$	(1,036	)		$	(1,035	)		$	—			$	—
Total Accumulated other comprehensive (loss) income		$	(4,770	)		$	(4,742	)		$	10			$	—

14

		Alcoa Corporation								Noncontrolling interest
		Nine months ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Pension and other postretirement benefits (L)
Balance at beginning of period		$	(11	)		$	—			$	—			$	(15	)
Other comprehensive income:
Unrecognized net actuarial gain/loss and    prior service cost/benefit			1				9				—				5
Tax benefit (expense)(2)			3				(2	)			—				(2	)
Total Other comprehensive income    before reclassifications, net of tax			4				7				—				3
Amortization of net actuarial gain/loss and    prior service cost/benefit(1)			19				16				—				1
Total amount reclassified from Accumulated    other comprehensive loss, net of tax(7)			19				16				—				1
Total Other comprehensive income			23				23				—				4
Acquisition of noncontrolling interest (C)			—				(11	)			—				11
Balance at end of period		$	12			$	12			$	—			$	—
Foreign currency translation
Balance at beginning of period		$	(4,194	)		$	(2,593	)		$	—			$	(983	)
Other comprehensive income (loss)			479				(38	)			10				(105	)
Acquisition of noncontrolling interest (C)			—				(1,088	)			—				1,088
Joint venture formation (C)			(31	)			—				—				—
Balance at end of period		$	(3,746	)		$	(3,719	)		$	10			$	—
Cash flow hedges (M)
Balance at beginning of period		$	(905	)		$	(1,052	)		$	—			$	—
Other comprehensive (loss) income:
Net change from periodic revaluations			(420	)			(179	)			—				—
Tax benefit(2)			75				33				—				—
Total Other comprehensive loss    before reclassifications, net of tax			(345	)			(146	)			—				—
Net amount reclassified to earnings:
Aluminum contracts(3)			257				205				—				—
Financial contracts(4)			6				—				—				—
Interest rate contracts(5)			—				(1	)			—				—
Foreign exchange contracts(6)			2				(3	)			—				—
Sub-total			265				201				—				—
Tax expense(2)			(51	)			(38	)			—				—
Total amount reclassified from Accumulated    other comprehensive loss, net of tax(7)			214				163				—				—
Total Other comprehensive (loss) income			(131	)			17				—				—
Balance at end of period		$	(1,036	)		$	(1,035	)		$	—			$	—
Total Accumulated other comprehensive (loss) income		$	(4,770	)		$	(4,742	)		$	10			$	—

(1)These amounts were included in the computation of net periodic benefit cost for pension and other postretirement benefits (see Note L).

(2)These amounts were reported in (Benefit from) provision for income taxes on the accompanying Statement of Consolidated Operations.

(3)These amounts were reported in Sales on the accompanying Statement of Consolidated Operations.

(4)These amounts were reported in Cost of goods sold on the accompanying Statement of Consolidated Operations.

(5)These amounts were reported in Other (income) expenses, net on the accompanying Statement of Consolidated Operations.

(6)For the third quarter and nine-month period of 2025, these amounts were reported in Sales (both periods) on the accompanying Statement of Consolidated Operations. For the third quarter and nine-month period of 2024, $2 and $(2) were reported in Sales, respectively, and $(1) was reported in Cost of goods sold (both periods) on the accompanying Statement of Consolidated Operations.

(7)A positive amount indicates a corresponding charge to earnings and a negative amount indicates a corresponding benefit to earnings.

15

H. Investments – A summary of unaudited financial information for Alcoa Corporation’s equity investments is as follows (amounts represent 100% of investee financial information):

Third quarter ended September 30, 2025		Saudi Arabia(1) Joint Venture				Mining				Energy				Other
Sales		$	—			$	154			$	63			$	107
Cost of goods sold			—				116				33				96
Net income (loss)			—				8				28				(22	)
Equity in net income (loss) of affiliated companies,    before reconciling adjustments			—				4				10				(10	)
Other			—				—				(1	)			1
Alcoa Corporation’s equity in net income (loss) of    affiliated companies			—				4				9				(9	)
Third quarter ended September 30, 2024
Sales		$	838			$	146			$	61			$	116
Cost of goods sold			696				113				27				104
Net (loss) income			(5	)			7				28				(19	)
Equity in net (loss) income of affiliated companies,    before reconciling adjustments			(2	)			3				12				(9	)
Other			(4	)			—				—				1
Alcoa Corporation’s equity in net (loss) income of    affiliated companies			(6	)			3				12				(8	)
Nine months ended September 30, 2025
Sales		$	1,780			$	514			$	181			$	329
Cost of goods sold			1,462				329				82				297
Net income (loss)			5				52				86				(57	)
Equity in net income (loss) of affiliated companies,    before reconciling adjustments			1				24				33				(27	)
Other			—				(3	)			1				(4	)
Alcoa Corporation’s equity in net income (loss) of    affiliated companies			1				21				34				(31	)
Nine months ended September 30, 2024
Sales		$	2,353			$	419			$	183			$	345
Cost of goods sold			1,908				320				77				313
Net income (loss)			89				16				88				(55	)
Equity in net income (loss) of affiliated companies,    before reconciling adjustments			22				7				35				(26	)
Other			(16	)			—				(1	)			8
Alcoa Corporation’s equity in net income (loss) of    affiliated companies			6				7				34				(18	)

(1)These amounts do not include the financial information of the Saudi Arabia joint venture after July 1, 2025, due to the sale of Alcoa’s ownership interest (see Note C).

The Company’s basis in the ELYSISTM Limited Partnership (ELYSIS) as of September 30, 2025 and 2024, included in Other in the table above, has been reduced to zero for its share of losses incurred to date. As a result, the Company has $63 in unrecognized losses as of September 30, 2025 that will be recognized upon additional contributions into the partnership.

On July 1, 2025, Alcoa completed the sale of its full ownership interest of 25.1% in the Saudi Arabia joint venture, comprised of MBAC and MAC, to Ma’aden in exchange for issuance by Ma’aden of 85,977,547 shares and $150 (SAR 562) in cash (see Note C).

During the second quarter of 2025, Alcoa sold a non-core investment for total cash consideration of $13, resulting in a gain of $3 within Other (income) expenses, net. Cash received of $11 is presented within investing activities in the Statement of Consolidated Cash Flows. The remaining $2 is expected to be received in May 2026 and was included in Other receivables on the Consolidated Balance Sheet at September 30, 2025.

16

I. Receivables

In November 2024, a wholly-owned special purpose entity (SPE) of the Company amended an agreement with a financial institution to increase the amount of certain customer receivables that can be transferred without recourse on a revolving basis from $130 to $150 and to extend the maturity to November 14, 2025. The agreement was initially entered into in 2023. Company subsidiaries sell customer receivables to the SPE, which then transfers the receivables to the financial institution. The Company does not maintain effective control over the transferred receivables and therefore accounts for the transfers as sales of receivables.

Alcoa Corporation guarantees the performance obligations of the Company subsidiaries, and unsold customer receivables are pledged as collateral to the financial institution to secure the sold receivables. The SPE held unsold customer receivables of $441 and $247 pledged as collateral against the sold receivables as of September 30, 2025 and December 31, 2024, respectively.

The Company continues to service the customer receivables that were transferred to the financial institution. As Alcoa collects customer payments, the SPE transfers additional receivables to the financial institution rather than remitting cash.

In the third quarter and nine-month period of 2025, the Company sold gross customer receivables of $238 and $685, respectively, and reinvested collections of $238 and $685, respectively, from previously sold receivables. As a result, there was no net cash remittance to or proceeds from the financial institution (both periods).

In the third quarter of 2024, the Company sold gross customer receivables of $286 and reinvested collections of $286 from previously sold receivables, resulting in no net cash remittance to or proceeds from the financial institution. In the nine-month period of 2024, the Company sold gross customer receivables of $886 and reinvested collections of $870 from previously sold receivables, resulting in net cash proceeds from the financial institution of $16.

Cash collections from previously sold receivables yet to be reinvested of $58 and $50 were included in Accounts payable, trade on the Consolidated Balance Sheet as of September 30, 2025 and December 31, 2024, respectively. Cash received from sold receivables under the agreement are presented within operating activities in the Statement of Consolidated Cash Flows.

J. Inventories

		September 30, 2025				December 31, 2024
Finished goods		$	457			$	406
Work-in-process			286				251
Bauxite and alumina			590				551
Purchased raw materials			600				546
Operating supplies			258				244
		$	2,191			$	1,998

17

K. Debt

Short-term Borrowings

Inventory Repurchase Agreements

The Company entered into inventory repurchase agreements whereby the Company sold aluminum to a third party and agreed to subsequently repurchase substantially similar inventory. The Company did not record sales upon each shipment of inventory and the net cash received of $3 and $50 related to these agreements was recorded in Short-term borrowings within Other current liabilities on the Consolidated Balance Sheet as of September 30, 2025 and December 31, 2024, respectively. The associated inventory sold was reflected in Prepaid expenses and other current assets on the accompanying Consolidated Balance Sheet.

During the third quarter and nine-month period of 2025, the Company recorded borrowings of $51 (nine-month period only), and repurchased $5 and $98, respectively, of inventory related to these agreements. During the third quarter and nine-month period of 2024, the Company recorded borrowings of $45 (nine-month period only), and repurchased $19 and $89, respectively, of inventory related to these agreements.

The cash received and subsequently paid under the inventory repurchase agreements is included in Cash (used for) provided from financing activities on the Statement of Consolidated Cash Flows.

144A Debt

2030 and 2032 Notes

In March 2025, Alumina Pty Ltd, a wholly-owned subsidiary of Alcoa Corporation, completed Rule 144A (U.S. Securities Act of 1933, as amended) debt issuances of $500 aggregate principal amount of 6.125% Senior Notes due 2030 (the 2030 Notes) and $500 aggregate principal amount of 6.375% Senior Notes due 2032 (the 2032 Notes, and, collectively with the 2030 Notes, the Notes). The net proceeds of these issuances were $985, reflecting a discount to the initial purchasers of the Notes as well as issuance costs. The Company utilized certain proceeds of these transactions to fund contributions to Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of Alcoa Corporation and the issuer of the outstanding $750 aggregate principal amount of 5.500% Notes due 2027 (the Existing 2027 Notes) and $500 aggregate principal amount of 6.125% Notes due 2028 (the Existing 2028 Notes). These contributions were funded through a series of intercompany transactions, including the repayment of intercompany indebtedness and the issuance of intercompany dividends. ANHBV used such funds, along with cash on hand, to fund the purchase price pursuant to the cash tender offers announced and settled in March 2025, including premiums and transaction costs (see Tender Offers). The net proceeds also supported Alcoa’s general corporate purposes.

The discount to the initial purchasers of the Notes, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term of the Notes. Interest on the Notes is paid semi-annually in March and September, and interest payments commenced on September 15, 2025. The indentures contain customary affirmative and negative covenants that are similar to those included in the indenture that governs ANHBV’s 7.125% Senior Notes due 2031 issued in March 2024, such as limitations on liens, limitations on sale and leaseback transactions, and the calculation of certain financial ratios.

Alumina Pty Ltd has the option to redeem the Notes on at least 10 days, but not more than 60 days, notice to the holders of the Notes under multiple scenarios, including, in whole or in part, at any time or from time to time on and after March 15, 2027 and March 15, 2028 for the 2030 Notes and 2032 Notes, respectively, at the applicable redemption price specified in the indenture (up to 103.063% and 103.188% of the principal amount plus any accrued and unpaid interest in each case for the 2030 Notes and 2032 Notes, respectively). Also, the Notes are subject to repurchase upon the occurrence of a change in control repurchase event (as defined in the indenture) at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes repurchased, plus any accrued and unpaid interest on the Notes repurchased.

The Notes are guaranteed on a senior unsecured basis by the Company and its subsidiaries that are party to the indentures. The Notes and related guarantees rank equally in right of payment with all existing and future senior unsecured indebtedness of Alumina Pty Ltd, the Company, and such subsidiaries; rank senior in right of payment to any future subordinated obligations of Alumina Pty Ltd, the Company, and such subsidiaries; and are effectively subordinated to the existing and future secured indebtedness of Alumina Pty Ltd, the Company, and such subsidiaries, including under the Revolving Credit Agreement, to the extent of the value of property and assets securing such indebtedness.

See Part II Item 8 of Alcoa Corporation’s Annual Report on Form 10-K in Note M to the Consolidated Financial Statements for the year ended December 31, 2024 for more information related to the Company’s and such subsidiaries’ existing debt and related covenants.

18

Tender Offers

In March 2025, ANHBV announced and settled cash tender offers which resulted in the tender and acceptance of $609 of the $750 aggregate principal amount of Existing 2027 Notes and $281 of the $500 aggregate principal amount of Existing 2028 Notes for purchase. The issuance of the 2030 Notes and 2032 Notes and the cash tender of the Existing 2027 Notes and Existing 2028 Notes were determined to be issuances of new debt and extinguishments of existing debt. As a result, the Company incurred $12 of debt settlement expenses in the first quarter of 2025 in Interest expense, which was comprised of the settlement premiums, transaction costs, and the write-off of unamortized discounts and deferred financing costs. The cash flows related to the transaction were included in Cash (used for) provided from financing activities on the Statement of Consolidated Cash Flows.

Credit Facilities

Revolving Credit Facility

The Company and ANHBV, a wholly-owned subsidiary of Alcoa Corporation and the borrower, have a $1,250 revolving credit and letter of credit facility in place for working capital and/or other general corporate purposes (the Revolving Credit Facility). The Revolving Credit Facility, established in September 2016, most recently amended and restated in June 2022 and amended in August 2025, is scheduled to mature in June 2027. Subject to the terms and conditions under the Revolving Credit Facility, the Company or ANHBV may borrow funds or issue letters of credit. Under the terms of the January 2024 amendment (Amendment No. 1), the Company agreed to provide collateral for its obligations under the Revolving Credit Facility. In August 2025, Alcoa Corporation, ANHBV, and certain subsidiaries of the Company entered into Amendment No. 2 to the Revolving Credit Facility to allow for certain changes in the Company’s legal structure and update certain exceptions to collateral requirements. See Part II Item 8 of Alcoa Corporation’s Annual Report on Form 10-K in Note M to the Consolidated Financial Statements for the year ended December 31, 2024 for more information on the Revolving Credit Facility.

As of September 30, 2025, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the Revolving Credit Facility. There were no borrowings outstanding at September 30, 2025 and December 31, 2024, and no amounts were borrowed during the third quarter and nine-month periods of 2025 and 2024 under the Revolving Credit Facility.

Japanese Yen Revolving Credit Facility

The Company and ANHBV have a revolving credit facility available to be drawn in Japanese yen (the Japanese Yen Revolving Credit Facility). In April 2025, the Company and ANHBV entered into an amendment to the Japanese Yen Revolving Credit Facility, reducing the aggregate commitments from $250 to $200 and extending the maturity from April 2025 to April 2026. Subject to the terms and conditions under the facility, the Company or ANHBV may borrow funds.

The Japanese Revolving Credit Facility, established in April 2023 and amended in January 2024, April 2024, and April 2025, includes covenants that are substantially the same as those included in the Revolving Credit Facility. Under the terms of the January 2024 amendment, the Company agreed to provide collateral for its obligations under the Japanese Yen Revolving Credit Facility. See Part II Item 8 of Alcoa Corporation’s Annual Report on Form 10-K in Note M to the Consolidated Financial Statements for the year ended December 31, 2024 for more information on the Japanese Yen Revolving Credit Facility.

As of September 30, 2025, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the Japanese Revolving Credit Facility. There were no borrowings outstanding at September 30, 2025 and December 31, 2024. During the third quarter and nine-month period of 2025, no amounts were borrowed. During the third quarter of 2024, no amounts were borrowed. During the nine-month period of 2024, $201 (JPY 29,686) was borrowed and $196 (JPY 29,686) was repaid.

Other

In April 2025, the Company amended a $74 term loan extending maturity from May 2025 to November 2025. In September 2025, the Company fully repaid $74 drawn under the term loan and cancelled the agreement.

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L. Pension and Other Postretirement Benefits

The components of net periodic benefit cost were as follows:

		Third quarter ended September 30,								Nine months ended September 30,
Pension benefits		2025				2024				2025				2024
Service cost		$	1			$	3			$	4			$	8
Interest cost(1)			25				27				75				81
Expected return on plan assets(1)			(30	)			(34	)			(92	)			(104	)
Recognized net actuarial loss(1)			9				7				27				23
Curtailments(2)			—				—				—				1
Settlements(2)			(1	)			—				(1	)			(1	)
Net periodic benefit cost		$	4			$	3			$	13			$	8

		Third quarter ended September 30,								Nine months ended September 30,
Other postretirement benefits		2025				2024				2025				2024
Service cost		$	—			$	1			$	1			$	2
Interest cost(1)			6				6				17				18
Recognized net actuarial loss(1)			1				1				3				4
Amortization of prior service benefit(1)			(4	)			(3	)			(10	)			(10	)
Net periodic benefit cost		$	3			$	5			$	11			$	14

(1)These amounts were reported in Other (income) expenses, net on the accompanying Statement of Consolidated Operations (see Note Q).

(2)These amounts were reported in Restructuring and other charges, net on the accompanying Statement of Consolidated Operations and Cash Flows.

Plan Actions. In 2025, management initiated the following action to a certain pension plan:

Action #1 – In the third quarter of 2025, settlement accounting and a related plan remeasurement was triggered within Alcoa’s Australian pension plan as a result of lump sum payments to participants. Alcoa recorded a $2 decrease to Other noncurrent assets and recognized a settlement gain of $1 ($0 after-tax) in Restructuring and other charges, net on the accompanying Statement of Consolidated Operations.

Action #		Number of affected plan participants		Weighted average discount rate as of prior plan remeasurement date		Plan remeasurement date		Weighted average discount rate as of plan remeasurement date		Decrease to other noncurrent assets				Settlement gain(1)
1		~25		4.87%		September 30, 2025		4.49%		$	(2	)		$	(1	)

(1)This amount represents the net actuarial gain and was reclassified from Accumulated other comprehensive loss to Restructuring and other charges, net on the accompanying Statement of Consolidated Operations.

Funding and Cash Flows. It is Alcoa’s policy to fund amounts for defined benefit pension plans sufficient to meet the minimum requirements set forth in each applicable country’s benefits laws and tax laws, including the Employee Retirement Income Security Act of 1974 (ERISA) for U.S. plans. From time to time, the Company contributes additional amounts as deemed appropriate.

Under ERISA regulations, a plan sponsor that establishes a pre-funding balance by making discretionary contributions to a U.S. defined benefit pension plan may elect to apply all or a portion of this balance toward its minimum required contribution obligations to the related plan in future years.

In the first, second, and third quarters of 2025, management made such elections related to the Company’s U.S. plans and intends to do so for the remainder of 2025. As a result, Alcoa’s minimum required contribution to defined benefit pension plans in 2025 is estimated to be approximately $20, of which $2 was contributed to non-U.S. plans during the third quarter of 2025. In the nine-month period of 2025, $16 was contributed to non-U.S. plans.

In the third quarter and nine-month period of 2024, $4 and $14, respectively, were contributed to non-U.S. plans.

20

M. Derivatives and Other Financial Instruments

Fair Value

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (i) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (ii) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

•Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

•Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

•Level 3 - Inputs that are both significant to the fair value measurement and unobservable.

Derivatives

Alcoa Corporation is exposed to certain risks relating to its ongoing business operations, including the risks of changing commodity prices, foreign currency exchange rates, and interest rates. Alcoa Corporation’s commodity and derivative activities include aluminum, energy, foreign exchange, and interest rate contracts, which are held for purposes other than trading. They are used to mitigate uncertainty and volatility, and to cover underlying exposures. While Alcoa does not generally enter into derivative contracts to mitigate the risk associated with changes in aluminum price, the Company may do so in isolated cases to address discrete commercial or operational conditions. Alcoa is not involved in trading activities for energy, weather derivatives, or other nonexchange commodities.

Alcoa Corporation’s commodity and derivative activities are subject to the management, direction, and control of the Strategic Risk Management Committee (SRMC), which consists of at least three members, including the chief executive officer, the chief financial officer, and the chief commercial officer. The remaining member(s) are other officers and/or employees of the Company as the chief executive officer may designate from time to time. The SRMC meets on a periodic basis to review derivative positions and strategy and reports to the Audit Committee of Alcoa Corporation’s Board of Directors on the scope of its activities.

During the first and second quarters of 2025, Alcoa entered into financial contracts with multiple counterparties to mitigate financial risks associated with changes in aluminum prices, natural gas prices, electricity prices, and foreign currency exchange rates. The aluminum, natural gas, and electricity financial contracts qualify for cash flow hedge accounting. The foreign exchange financial contracts do not qualify for hedge accounting treatment. These contracts are held by a separate wholly-owned subsidiary of Alcoa Corporation and are intended to limit the Company’s net cash outlays to the committed funding under the San Ciprián joint venture agreement. The associated realized gains or losses have no impact on the results of the San Ciprián operations. Due to the widespread power outage across Spain that occurred on April 28, 2025, it became probable that certain of the original forecasted electricity purchases would not occur in 2025. As a result, Alcoa dedesignated certain electricity financial contracts and recognized a gain of $3 in Cost of goods sold in the nine-month period of 2025.

In June 2025, Alcoa entered into a firming contract to manage the variability and intermittency of renewable energy sources and reduce exposure to the spot energy market for the Mosjøen smelter (Norway) for the period from July 2025 through December 2028. The firming contract converts a certain pay-as-produced wind contract into baseload power. The contract does not qualify for hedge accounting treatment.

Alcoa Corporation’s aluminum, foreign exchange, natural gas, and electricity contracts are predominantly classified as Level 1 or Level 2 under the fair value hierarchy. The Level 1 and 2 contracts are predominantly designated as either fair value or cash flow hedging instruments. Alcoa Corporation also has several derivative instruments classified as Level 3 under the fair value hierarchy, which are either designated as cash flow hedges or undesignated. Alcoa included the changes in its equity method investee’s Level 2 derivatives in Accumulated other comprehensive loss through June 30, 2024, when the underlying contracts expired.

21

The following tables present the detail for Level 1, 2, and 3 derivatives (see additional Level 3 information in further tables below):

		September 30, 2025								December 31, 2024
		Assets				Liabilities				Assets				Liabilities
Level 1 and 2 derivative instruments		$	13			$	92			$	1			$	20
Level 1 derivative instruments (undesignated)			61				1				—				—
Level 3 derivative instruments			17				1,165				24				1,079
Total		$	91			$	1,258			$	25			$	1,099
Less: Current			44				329				25				263
Noncurrent		$	47			$	929			$	—			$	836

		2025								2024
Third quarter ended September 30,		Unrealized loss recognized in Other comprehensive income (loss)				Realized loss reclassified from Accumulated other comprehensive loss to earnings				Unrealized gain (loss) recognized in Other comprehensive income (loss)				Realized loss reclassified from Accumulated other comprehensive loss to earnings
Level 1 and 2 derivative instruments		$	(53	)		$	(4	)		$	6			$	(1	)
Level 3 derivative instruments			(154	)			(86	)			(149	)			(73	)
Total		$	(207	)		$	(90	)		$	(143	)		$	(74	)

For the third quarter of 2025, the realized loss of $4 on Level 1 and 2 cash flow hedges was recognized in Cost of goods sold. For the third quarter of 2024, the realized loss of $1 on Level 1 and 2 cash flow hedges was recognized in Sales.

		2025								2024
Nine months ended September 30,		Unrealized loss recognized in Other comprehensive income (loss)				Realized loss reclassified from Accumulated other comprehensive loss to earnings				Unrealized loss recognized in Other comprehensive income (loss)				Realized gain (loss) reclassified from Accumulated other comprehensive loss to earnings
Level 1 and 2 derivative instruments		$	(75	)		$	(8	)		$	(5	)		$	3
Level 3 derivative instruments			(345	)			(257	)			(174	)			(205	)
Noncontrolling and equity interest (Level 2)			—				—				—				1
Total		$	(420	)		$	(265	)		$	(179	)		$	(201	)

For the nine-month period of 2025, the realized loss of $8 on Level 1 and 2 cash flow hedges was comprised of a $2 loss recognized in Sales and a $6 loss recognized in Cost of goods sold. For the nine-month period of 2024, the realized gain of $3 on Level 1 and 2 cash flow hedges was recognized in Sales.

22

The following table presents the outstanding quantities of derivative instruments classified as Level 1 or Level 2:

	Classification		September 30, 2025				September 30, 2024
Aluminum (in kmt)	Commodity buy forwards			125				84
Aluminum (in kmt)	Commodity sell forwards			552				67
Foreign currency (in millions of euro)	Foreign exchange buy forwards			294				165
Foreign currency (in millions of euro)	Foreign exchange sell forwards			8				14
Foreign currency (in millions of euro) (undesignated)	Foreign exchange buy forwards			797				—
Foreign currency (in millions of euro) (undesignated)	Foreign exchange sell forwards			19				—
Foreign currency (in millions of Norwegian krone)	Foreign exchange buy forwards			—				66
Foreign currency (in millions of Brazilian real)	Foreign exchange buy forwards			85				246
Foreign currency (in millions of Australian dollar)	Foreign exchange buy forwards			802				45
Foreign currency (in millions of Canadian dollar)	Foreign exchange buy forwards			—				12
Foreign currency (in millions of Saudi riyal) (undesignated)	Foreign exchange swap			300				—
Natural gas (in millions of megawatt hours)	Commodity buy forwards			5				—
Electricity (in millions of megawatt hours)	Commodity buy forwards			6				—

Alcoa Corporation routinely uses Level 1 aluminum derivative instruments to manage exposures to changes in the fair value of firm commitments for the purchases or sales of aluminum. Additionally, Alcoa uses aluminum derivative instruments to manage LME exposures related to profitability improvement actions (expires December 2025) and the San Ciprián smelter (see above) (expires December 2027).

Alcoa Corporation uses Level 1 foreign exchange forward and swap contracts to mitigate the risk of foreign exchange exposure related to euro power purchases in Norway (expires December 2028), euro expenses (primarily energy and labor) (expires December 2027), U.S. dollar alumina and aluminum sales in Brazil (expires October 2026), U.S. dollar alumina sales in Australia (expires December 2032), and Saudi riyal expenses (expires November 2025). Additionally, Alcoa used Level 1 foreign exchange forward contracts to mitigate the risk of foreign exchange exposure related to U.S. dollar aluminum sales in Norway (expired June 2025) and Canadian dollar expenses in Canada (expired March 2025).

Alcoa Corporation uses Level 1 natural gas and electricity forward contracts to mitigate the risk of price fluctuations on associated purchases in Spain (expires December 2027).

23

Additional Level 3 Disclosures

The following table presents quantitative information related to the significant unobservable inputs described above for Level 3 derivative instruments (megawatt hours in MWh; megawatts in MW):

		September 30, 2025				Unobservable Input		Unobservable Input Range
Asset Derivatives
Financial contract (undesignated)		$	3			Interrelationship of forward energy price, LME forward price and the Consumer Price Index		Electricity (per MWh)	2025: $36.60 2025: $50.49
								LME (per mt)	2025: $2,683
									2025: $2,691
Financial contract (undesignated)(1)			14			Interrelationship of forward energy price and the contract price		Electricity (per MWh)	2025: $8.63 2028: $42.67
						MW of renewable energy produced (per month)		Electricity	2025: 74 MW 2028: 84 MW
Power contract			—			MWh of energy needed to produce the forecasted mt of aluminum		LME (per mt)	2025: $2,683 2025: $2,681
								Midwest premium (per pound)	2025: $0.7800 2025: $0.7800
								Electricity	Rate of 2 million MWh per year
Total Asset Derivatives		$	17
Liability Derivatives
Power contract		$	123			MWh of energy needed to produce the forecasted mt of aluminum		LME (per mt)	2025: $2,683 2027: $2,756
								Electricity	Rate of 4 million MWh per year
Power contracts			1,042			MWh of energy needed to produce the forecasted mt of aluminum		LME (per mt)	2025: $2,683 2029: $2,829 2036: $3,019
								Midwest premium (per pound)	2025: $0.7800 2029: $0.7800 2036: $0.7800
								Electricity	Rate of 18 million MWh per year
Power contract (undesignated)			—			Estimated spread between the 30-year debt yield of Alcoa and the counterparty		Credit spread	0.24%: 30-year debt yield spread 5.85%: Alcoa (estimated) 5.61%: counterparty
Total Liability Derivatives		$	1,165

(1)Increases in the power market or in renewable energy production would result in a higher fair value measurement of the derivative asset or a lower fair value measurement of the derivative liability.

The fair values of Level 3 derivative instruments recorded in the accompanying Consolidated Balance Sheet were as follows:

Asset Derivatives		September 30, 2025				December 31, 2024
Derivatives not designated as hedging instruments:
Current—financial contract		$	9			$	24
Noncurrent—financial contract			8				—
Total derivatives not designated as hedging instruments		$	17			$	24
Total Asset Derivatives		$	17			$	24
Liability Derivatives
Derivatives designated as hedging instruments:
Current—power contracts		$	285			$	251
Noncurrent—power contracts			880				826
Total derivatives designated as hedging instruments		$	1,165			$	1,077
Derivatives not designated as hedging instruments:
Current—embedded credit derivative		$	—			$	1
Noncurrent—embedded credit derivative			—				1
Total derivatives not designated as hedging instruments		$	—			$	2
Total Liability Derivatives		$	1,165			$	1,079

24

Assuming market rates remain constant with the rates at September 30, 2025, a realized loss of $285 related to power contracts is expected to be recognized in Sales over the next 12 months.

At September 30, 2025 and December 31, 2024, the power contracts with embedded derivatives designated as cash flow hedges include hedges of forecasted aluminum sales of 1,062 kmt and 1,230 kmt, respectively.

The following tables present the reconciliation of activity for Level 3 derivative instruments:

		Assets
Third quarter ended September 30, 2025		Financial contracts
July 1, 2025		$	40
Total gains or losses included in:
Other income, net (unrealized/realized)			(8	)
Settlements and other			(15	)
September 30, 2025		$	17
Change in unrealized gains or losses included in earnings    for derivative instruments held at September 30, 2025:
Other income, net		$	(8	)

		Liabilities
Third quarter ended September 30, 2025		Power contracts				Embedded credit derivative
July 1, 2025		$	1,097			$	—
Total gains or losses included in:
Sales (realized)			(86	)			—
Other comprehensive loss (unrealized)			154				—
September 30, 2025		$	1,165			$	—
Change in unrealized gains or losses included in earnings    for derivative instruments held at September 30, 2025:
Other income, net		$	—			$	—

		Assets
Nine months ended September 30, 2025		Financial contracts
January 1, 2025		$	24
Total gains or losses included in:
Other income, net (unrealized/realized)			34
Settlements and other			(41	)
September 30, 2025		$	17
Change in unrealized gains or losses included in earnings    for derivative instruments held at September 30, 2025:
Other income, net		$	34

		Liabilities
Nine months ended September 30, 2025		Power contracts				Embedded credit derivative
January 1, 2025		$	1,077			$	2
Total gains or losses included in:
Sales (realized)			(257	)			—
Other income, net (unrealized/realized)			—				(2	)
Other comprehensive loss (unrealized)			345				—
September 30, 2025		$	1,165			$	—
Change in unrealized gains or losses included in earnings    for derivative instruments held at September 30, 2025:
Other income, net		$	—			$	(2	)

There were no purchases, sales, or settlements of Level 3 derivative instruments in the periods presented.

25

Other Financial Instruments

The carrying values and fair values of Alcoa Corporation’s other financial instruments were as follows:

		September 30, 2025								December 31, 2024
		Carrying value				Fair value				Carrying value				Fair value
Cash and cash equivalents		$	1,485			$	1,485			$	1,138			$	1,138
Restricted cash			89				89				96				96
Noncurrent marketable securities			1,467				1,467				—				—
Short-term borrowings			3				3				50				50
Long-term debt due within one year			—				—				75				75
Long-term debt, less amount due within one year			2,578				2,661				2,470				2,499

The following methods were used to estimate the fair values of other financial instruments:

Cash and cash equivalents and Restricted cash. The carrying amounts approximate fair value because of the short maturity of the instruments. The fair value amounts for Cash and cash equivalents and Restricted cash were classified in Level 1 of the fair value hierarchy.

Noncurrent marketable securities. Noncurrent marketable securities represent shares of Ma’aden acquired by Alcoa in July 2025 (see Note C). The fair value of the shares is based on the unadjusted quoted price on the Saudi Exchange (Tadawul). The fair value amounts for Noncurrent marketable securities were classified in Level 1 of the fair value hierarchy.

Short-term borrowings and Long-term debt, including amounts due within one year. The fair value of Long-term debt, less amounts due within one year was based on quoted market prices for public debt and on interest rates that are currently available to Alcoa Corporation for issuance of debt with similar terms and maturities for non-public debt. The fair value amounts for all Short-term borrowings and Long-term debt were classified in Level 2 of the fair value hierarchy.

N. Income Taxes – Alcoa Corporation’s estimated annualized effective tax rate (AETR) for 2025 as of September 30, 2025 differs from the U.S. federal statutory rate of 21% primarily due to losses in foreign jurisdictions with higher statutory tax rates as well as income in certain jurisdictions with full valuation allowances resulting in no incremental tax expense.

		Nine months ended September 30,
		2025					2024
Income (loss) before income taxes		$	996				$	(49	)
Estimated annualized effective tax rate			8.0		%			133.4		%
Income tax expense (benefit)		$	80				$	(65	)
(Favorable) unfavorable tax impact related to losses in jurisdictions with no tax benefit			(1	)				197
Discrete tax benefit			—					(3	)
Provision for income taxes		$	79				$	129

The Inflation Reduction Act of 2022 (IRA) contains a number of tax credits and other incentives for investments in renewable energy production, carbon capture, and other climate-related actions, as well as the production of critical minerals. In December 2023, the U.S. Treasury issued guidance on Section 45X of the Advanced Manufacturing Tax Credit. The Notice of Proposed Rulemaking (the Proposed Regulations) clarified that commercial grade aluminum is included in the definition of aluminum eligible for the credit, which was designed to incentivize domestic production of critical materials important for the transition to clean energy.

On October 24, 2024, the U.S. Treasury finalized the Proposed Regulations under Section 45X with important modifications including the ability to include the cost of certain direct and indirect materials in the cost base of the credit. The Proposed Regulation on the definition of aluminum was not finalized; however, management believes that commercial grade aluminum continues to qualify for the Section 45X credit. In the Preamble to the Final Regulations, the U.S. Treasury indicated it will finalize the definition at a later date. The One Big Beautiful Bill Act (OBBBA), enacted on July 4, 2025, set a progressive phase-out of Section 45X credits beginning in 2031 and fully eliminates these credits beginning in 2034. Previously under the IRA, there was no phase out for critical materials, including aluminum. No other provisions of the OBBBA had a material impact to the Company’s financial position or results of operations in the third quarter and nine-month period of 2025.

In the third quarter and nine-month period of 2025, the Company recorded benefits related to the Section 45X credits of $13 and $44 in Cost of goods sold, respectively, for its Massena West smelter (New York) and its Warrick smelter (Indiana). In the third quarter and nine-month period of 2024, the Company recorded benefits of $11 and $30 in Cost of goods sold, respectively, related to its Massena West smelter and its Warrick smelter. As of September 30, 2025, benefits of $36 were included in Other receivables and $115 were included in Other noncurrent assets on the Consolidated Balance Sheet. As of December 31, 2024, benefits of $36 were included in Other receivables and $71 were included in Other noncurrent assets on the Consolidated Balance Sheet.

26

ANHBV has a full valuation allowance recorded against deferred tax assets, which was established in 2016, as the Company believes it is more likely than not that these tax benefits will not be realized. The majority of ANHBV’s net deferred tax assets relate to prior net operating losses and interest expense; the loss carryforwards are not subject to an expiration period. If ANHBV continues to demonstrate sustained profitability, management may conclude that ANHBV’s deferred tax assets related to loss carryforwards may be realized, resulting in a future reversal of the related valuation allowance, generating a non-cash benefit in the period recorded. ANHBV’s net deferred tax assets related to loss carryforwards, excluding the valuation allowance, were $107 as of September 30, 2025.

Alcoa World Alumina Brasil Ltda. (AWAB) has a full valuation allowance recorded against deferred tax assets, which was established in 2023, as the Company believes it is more likely than not that these tax benefits will not be realized. The majority of AWAB’s net deferred tax assets relate to prior net operating losses; the loss carryforwards are not subject to an expiration period. If AWAB continues to demonstrate sustained profitability, management may conclude that AWAB’s deferred tax assets may be realized, resulting in a future reversal of the valuation allowance, generating a non-cash benefit in the period recorded. AWAB’s net deferred tax assets, excluding the valuation allowance, were $128 as of September 30, 2025.

O. Asset Retirement Obligations

During the third quarter and nine-month period of 2025, the Company incurred liabilities which were primarily comprised of:

•$405 (both periods) related to the closure of bauxite residue areas, including water management, and demolition due to the closure of the Kwinana refinery;

•$78 (both periods) related to higher estimated mine reclamation costs and new mining areas opened during the year primarily in Australia;

•$63 (both periods) related to a change in closure estimates for operating bauxite residue areas primarily at the Australia refineries;

•$51 (both periods) related to a change in closure estimates for non-operating bauxite residue areas at operating sites primarily at the Poços de Caldas refinery in Brazil;

•$20 (nine-month period only) related to a change in estimate for demolition costs at two previously closed sites;

•$3 and $10, respectively, related to spent pot lining transportation and disposal; and,

•$6 (both periods) related to a change in closure estimates for non-operating bauxite residue areas, including water treatment, at a previously closed site.

The liabilities incurred related to the closure of the Kwinana refinery and costs at previously closed sites were recorded with a corresponding charge to Restructuring and other charges, net (see Note D) on the accompanying Statement of Consolidated Operations. The liabilities incurred related to non-operating bauxite residue areas at operating sites primarily at the Poços de Caldas refinery and $2 (both periods) related to higher estimated mine reclamations costs were recorded with a corresponding charge to Cost of goods sold on the accompanying Statement of Consolidated Operations. The remaining liabilities were recorded with corresponding capitalized asset retirement costs.

Changes to the estimates may result in material changes to the recorded AROs that may require an increase to or a reversal of previously recorded liabilities, as well as changes in the timing of cash outflows.

27

P. Contingencies

Environmental Matters

Alcoa Corporation participates in environmental assessments and cleanups at several locations. These include currently or previously owned or operated facilities and adjoining properties, and waste sites, including Superfund (Comprehensive Environmental Response, Compensation and Liability Act (CERCLA)) sites.

Alcoa Corporation’s environmental remediation reserve balance reflects the most probable costs to remediate identified environmental conditions for which costs can be reasonably estimated. The following table details the changes in the carrying value of recorded environmental remediation reserves:

Balance at December 31, 2023		$	268
Liabilities incurred			25
Cash payments			(49	)
Reversals of previously recorded liabilities			(12	)
Foreign currency translation and other			(12	)
Balance at December 31, 2024			220
Liabilities incurred			54
Cash payments			(18	)
Reversals of previously recorded liabilities			(3	)
Foreign currency translation and other			2
Balance at September 30, 2025		$	255

At September 30, 2025 and December 31, 2024, the current portion of the environmental remediation reserve balance was $50 and $38, respectively.

During the third quarter and nine-month period of 2025, the Company incurred liabilities of $41 and $54, respectively, and recorded a reversal of $3. The impacts to the accompanying Statement of Consolidated Operations were:

•$25 (both periods) related to subsurface remediation, investigation of potential site contamination, transportation of refinery waste, and ground water monitoring due to the closure of the Kwinana refinery which was recorded in Restructuring and other charges, net;

•$14 (both periods) for increases in estimated scope and costs associated with ongoing remediation work at previously closed sites which was recorded in Restructuring and other charges, net;

•$1 and $9, respectively, related to investigation of potential contamination at various sites in Australia which was recorded in Cost of goods sold;

•$1 and $6, respectively, for increases in estimated scope and costs associated with ongoing remediation work at various other sites which was recorded in Cost of goods sold; and,

•($3) (both periods) due to the determination that certain site remediation at a previously closed site was no longer required which was recorded in Restructuring and other charges, net.

During the third quarter and nine-month period of 2024, the Company incurred liabilities of $12 and $13, respectively, and recorded a reversal of $11. The impacts to the accompanying Statement of Consolidated Operations were:

•$8 (both periods) for increases in estimated scope and costs associated with ongoing remediation work at various sites which was recorded in Cost of goods sold;

•$4 and $5, respectively, for increases in estimated costs associated with ongoing remediation work at previous closed sites which was recorded in Restructuring and other charges, net; and,

•($11) (both periods) due to the determination that certain site remediation at a previously closed site was no longer required which was recorded in Restructuring and other charges, net.

Payments related to remediation expenses applied against the reserve were $5 and $18 in the third quarter and nine-month period of 2025, respectively. Payments related to remediation expenses applied against the reserve were $14 and $30 in the third quarter and nine-month period of 2024, respectively. Cash payments include mandated expenditures as well as those not required by any regulatory authority or third party.

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The estimated timing of cash outflows from the environmental remediation reserve at September 30, 2025 was as follows:

2025 (excluding the nine months ended September 30, 2025)	$	9
2026 – 2030		172
Thereafter		74
Total	$	255

Reserve balances at September 30, 2025 and December 31, 2024, associated with significant sites with active remediation underway or for future remediation were $189 and $154, respectively. In management’s judgment, the Company’s reserves are sufficient to satisfy the provisions of the respective action plans. Upon changes in facts or circumstances, a change to the reserve may be required. The Company’s significant sites include:

Kwinana, Australia—The reserve associated with the 2025 closure of the Kwinana refinery is for subsurface remediation, investigation of potential site contamination, transportation of refinery waste, and ground water monitoring. Remediation work is expected to begin in 2026. The final remediation plan is currently being developed, which may result in a change to the existing reserve.

Suriname—The reserve associated with the 2017 closure of the Suralco refinery and bauxite mine is for treatment and disposal of refinery waste and soil remediation. The work began in 2017 and is expected to be completed by the end of 2029.

Hurricane Creek, Arkansas—The reserve associated with the 1990 closure of two mining areas and refineries near Hurricane Creek, Arkansas is for ongoing monitoring and maintenance for water quality surrounding the mine areas and residue disposal areas.

Massena, New York—The reserve associated with the 2015 closure of the Massena East smelter by the Company’s subsidiary, Reynolds Metals Company, is for subsurface soil remediation to be performed after demolition of the structures. Remediation work commenced in 2021 and will take up to eight years to complete.

Point Comfort, Texas—The reserve associated with the 2019 closure of the Point Comfort alumina refinery is for disposal of industrial wastes contained at the site, subsurface remediation, and post-closure monitoring and maintenance. The final remediation plan is currently being developed, which may result in a change to the existing reserve.

Addy, Washington—The reserve associated with the 2022 closure of the Addy magnesium smelter facility is for site-wide remediation and investigation and post-closure monitoring and maintenance. Remediation work is not expected to begin until 2027 and will take three to five years to complete. The final remediation plan is currently being developed, which may result in a change to the existing reserve.

Ferndale, Washington—The reserve associated with the 2023 closure of the Intalco aluminum smelter in Ferndale, Washington is for subsurface remediation and five years of post-closure maintenance and monitoring. The final remediation plan is under review.

Other Sites—The Company is in the process of decommissioning various other plants and remediating sites in several countries for potential redevelopment or to return the land to a natural state. In aggregate, there are remediation projects at 30 other sites that are planned or underway. These activities will be completed at various times in the future over the next two to four years, after which ongoing monitoring and other activities may be required. At September 30, 2025 and December 31, 2024, the reserve balance associated with these activities was $66 (both periods).

Tax

Brazil (AWAB)—Under Brazilian law, taxpayers who generate non-cumulative federal value added tax credits related to exempt exports may either request a refund in cash (monetization) or offset them against other federal taxes owed. In 2012, AWAB requested monetization of $136 (R$273) from the Brazilian Federal Revenue Office (RFB) and received $68 (R$136) that year. In March 2013, AWAB was notified by the RFB that approximately $110 (R$220) of value added tax credits previously claimed were being disallowed and a penalty of 50% was assessed. $41 (R$82) of the cash received in 2012 related to the disallowed amount. The value added tax credits were claimed by AWAB for both fixed assets and export sales related to the Juruti bauxite mine and Alumar refinery expansion for tax years 2009 through 2011. The RFB has disallowed credits they allege belong to the consortium in which AWAB owns an interest and should not have been claimed by AWAB. Credits have also been disallowed as a result of challenges to apportionment methods used, questions about the use of the credits, and an alleged lack of documented proof. AWAB presented defense of its claim to the RFB on April 8, 2013.

29

In February 2022, the RFB notified AWAB that it had inspected the value added tax credits claimed for 2012 and disallowed $4 (R$19). In its decision, the RFB allowed credits of $14 (R$65) that were similar to those previously disallowed for 2009 through 2011. In July 2022, the RFB notified AWAB that it had inspected the value added tax credits claimed for 2013 and disallowed $13 (R$66). In its decision, the RFB allowed credits of $10 (R$53) that were similar to those previously disallowed for 2009 through 2011. In September 2024, the RFB notified AWAB that it had further inspected the value added tax credits claimed for 2013 and issued a first administrative decision allowing additional credits of $1 (R$5) that were similar to those previously disallowed for 2009 through 2011. AWAB received the 2012 allowed credits with interest of $9 (R$44) in March 2022, the 2013 allowed credits with interest of $6 (R$31) in August 2022, and the additional 2013 allowed credits with interest of $1 (R$6) in December 2024. The decisions on the 2012 and 2013 credits provide positive evidence to support management’s opinion that there is no basis for these credits to be disallowed. AWAB will continue to dispute the credits that were disallowed for 2012 and 2013. If AWAB is successful in this administrative process, the RFB would have no further recourse. If unsuccessful in this process, AWAB has the option to litigate at a judicial level. Separately from AWAB’s administrative appeal, in June 2015, a new tax law was enacted repealing the provisions in the tax code that were the basis for the RFB assessing a 50% penalty in this matter. As such, the estimated range of reasonably possible loss for these matters is $0 to $56 (R$300). It is management’s opinion that the allegations have no basis; however, at this time, the Company is unable to reasonably predict an outcome for this matter.

Australia (AofA)—On April 30, 2025 (the decision date), the Administrative Review Tribunal of Australia (ART) issued its decision related to the proceedings Alcoa of Australia Limited (AofA) filed against the Australian Taxation Office (ATO) in April 2022 to contest the Notices of Assessment (the Notices) issued by the ATO in July 2020 (described below) related to transfer pricing of certain historic third-party alumina sales. The ART decided that no additional tax is owed, consistent with Alcoa’s long-held position related to this matter.

The Notices asserted claims for income tax payable by AofA of approximately $152 (A$214) and claims for compounded interest on the tax amount totaling approximately $502 (A$707). In addition to the Notices, the ATO issued a position paper in September 2020 with its preliminary view on the imposition of administrative penalties related to the tax assessment which proposed penalties of approximately $91 (A$128).

In accordance with the ATO’s dispute resolution practices, AofA paid 50% of the assessed income tax amount exclusive of interest and any penalties, or $74 (A$107), during the third quarter 2020. The prepaid tax asset of $66 (A$107) was included within Other noncurrent assets at December 31, 2024.

Interest on the unpaid tax was accrued through the decision date, which, along with the initial interest assessment, was deductible against taxable income by AofA. AofA applied this deduction beginning in the third quarter of 2020 through the decision date, resulting in reductions in cash tax payments. The accrued tax liability of $225 (A$346) was reclassified to Taxes, including income taxes in June 2025 as these amounts are due by June 1, 2026 and will be paid in accordance with the payment schedule applicable to Alcoa’s Australian tax group. The accrued tax liability of $206 (A$332) was included within Other noncurrent liabilities and deferred credits at December 31, 2024.

The ATO did not appeal the ART’s decision, and the disputed tax claims (and additional related interest and penalties) have been withdrawn. With the withdrawal of the ATO’s claims, the prepaid tax asset of $69 (A$107) and related interest of $9 (A$13) were refunded to AofA in July 2025, and accrued cash taxes of $225 (A$346) related to the interest deductions were reclassified to Taxes, including income taxes in June 2025 as these amounts are payable by AofA by June 1, 2026. The net cash impact of both the refunded amount and the accrued cash taxes is approximately $149 (A$226).

References to any assessed U.S. dollar amounts presented in connection with this matter have been converted into U.S. dollars from Australian dollars based on the exchange rate in the respective period.

General

In addition to the matters discussed above, various other lawsuits, claims, and proceedings have been or may be instituted or asserted against Alcoa Corporation, including those pertaining to environmental, safety and health, commercial, tax, product liability, intellectual property infringement, governance, employment, and employee and retiree benefit matters, and other actions and claims arising out of the normal course of business. While the amounts claimed in these other matters may be substantial, the ultimate liability is not readily determinable because of the considerable uncertainties that exist. Accordingly, it is possible that the Company’s liquidity or results of operations in a particular period could be materially affected by one or more of these other matters. However, based on facts currently available, management believes that the disposition of these other matters that are pending or asserted will not have a material adverse effect, individually or in the aggregate, on the financial position of the Company.

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Q. Other Financial Information

Other (Income) Expenses, Net

		Third quarter ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Equity loss		$	13			$	19			$	41			$	24
Foreign currency (gains) losses, net			(6	)			(6	)			(20	)			75
Net (gain) loss from asset sales			(1	)			1				4				18
Gain from sale of investments			(786	)			—				(789	)			—
Mark-to-market gain on noncurrent marketable securities			(267	)			—				(267	)			—
Net loss (gain) on mark-to-market derivative instruments			21				10				(96	)			(39	)
Non-service costs – pension and other postretirement benefits			7				4				20				12
Other, net			(15	)			(16	)			(65	)			(41	)
		$	(1,034	)		$	12			$	(1,172	)		$	49

In the third quarter and nine-month period of 2025, Other, net was primarily comprised of interest income on interest bearing accounts (both periods) and the deposit related to the Australia tax matter (nine-month period only) (see Note P).

In the third quarter and nine-month period of 2024, Other, net was primarily comprised of interest income on interest bearing accounts.

Other Noncurrent Assets

		September 30, 2025				December 31, 2024
Value added tax credits		$	257			$	213
Prepaid gas transmission contract			229				278
Deferred mining costs, net			227				184
Gas supply prepayment			213				225
Goodwill			145				142
Prepaid pension benefit			139				128
IRA Section 45X credit			115				71
Noncurrent restricted cash			68				53
Intangibles, net			34				36
Noncurrent prepaid tax asset			—				66
Other			111				101
		$	1,538			$	1,497

Prepaid gas transmission contract—In September 2025, a portion of the Prepaid gas transmission contract was written off with a charge of $74 to Restructuring and other charges, net (see Note D) due to the closure of the Kwinana refinery.

Goodwill—Goodwill is reviewed for impairment annually during the fourth quarter using a discounted cash flow (DCF) model to estimate the fair value of the Alumina reporting unit. Changes in the estimates and assumptions utilized in the goodwill impairment analysis could result in a future impairment which could have a material impact on the Company’s consolidated financial position and results of operations.

Cash and Cash Equivalents and Restricted Cash

		September 30, 2025				December 31, 2024
Cash and cash equivalents		$	1,485			$	1,138
Current restricted cash			21				43
Noncurrent restricted cash			68				53
		$	1,574			$	1,234

Restricted cash primarily relates to commitments included in the viability agreement reached with the workers’ representatives of the San Ciprián smelter in December 2021, and subsequently updated in February 2023. In the first quarter of 2025, $11 was released from restricted cash related to smelter restart and capital expenditures. At September 30, 2025, the Company had restricted cash of $75 available for capital improvements at the site and smelter restart costs.

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R. Supplier Finance Programs

The Company has various supplier finance programs with third-party financial institutions that are made available to suppliers to facilitate payment term negotiations. Under the terms of these agreements, participating suppliers receive payment in advance of the payment date from third-party financial institutions for qualifying invoices. Alcoa’s obligations to its suppliers, including amounts due and payment terms, are not impacted by its suppliers’ participation in these programs. The Company does not pledge any assets as security or provide any guarantees beyond payment of outstanding invoices at maturity under these arrangements. The Company does not pay fees to the financial institutions under these arrangements. At September 30, 2025 and December 31, 2024, qualifying supplier invoices outstanding under these programs were $125 and $94, respectively, and have payment terms ranging from 50 to 110 days. These obligations are included in Accounts payable, trade on the accompanying Consolidated Balance Sheet.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

(dollars in millions, except per-share amounts, average realized prices, and average cost amounts; metric tons in thousands (kmt); dry metric tons in millions (mdmt))

Business Update

During the third quarter of 2025, Alcoa continued to deliver on operational stability and the optimization of its portfolio, which included closing the sale of the Company’s full ownership interest in the joint venture with Saudi Arabian Mining Company (Ma’aden) and announcing the permanent closure of the Kwinana alumina refinery in Australia.

Both segments increased production during the third quarter of 2025. Additionally, the Baie-Comeau (Canada), Deschambault (Canada), Mosjøen (Norway), Portland (Australia), and Warrick (Indiana) smelters each set year-to-date aluminum production records.

U.S. Section 232 Tariffs

On March 12, 2025, the United States government imposed a 25% tariff on certain aluminum imports from Canada under Section 232 of the Trade Expansion Act of 1962 (Section 232) which increased to a 50% tariff on June 4, 2025. Prior to March 12, 2025, the Section 232 tariff was 10%, and Canadian metal imported into the U.S. was exempted.

During the third quarter of 2025, the Midwest premium earned on the Company’s U.S. aluminum production more than offset the net unfavorable impact of the Midwest premium and tariff costs on imports of aluminum from its Canadian smelters to U.S. customers. At recent Midwest premium pricing, tariff costs on U.S. imports of aluminum from Canada are fully covered by the Midwest premium.

Alcoa also continued engagement with trade policy makers related to the impacts of tariffs during the third quarter of 2025.

Kwinana Refinery

In September 2025, Alcoa announced the permanent closure of the Kwinana alumina refinery, which had been fully curtailed since June 2024. Prior to the curtailment, the refinery had been operating at approximately 80 percent of its annual nameplate capacity of 2.2 million metric tons. The Company’s decision to permanently close the refinery was made based on a variety of factors, including the refinery’s age, scale and operating costs, market conditions, and bauxite grade challenges. Demolition and remediation activities are expected to begin in 2026 and continue over the next six years.

Saudi Arabia Joint Venture

On July 1, 2025, Alcoa completed the sale of its full ownership interest of 25.1% in the Saudi Arabia joint venture, comprised of the Ma’aden Bauxite and Alumina Company (MBAC) and the Ma’aden Aluminium Company (MAC), to Ma’aden in exchange for total consideration of $1,350, comprised of 85,977,547 shares of Ma’aden (valued at $1,200 (SAR 4,501) as of closing) and $150 (SAR 562) in cash (to be used primarily for related taxes and transaction costs). The Company recorded a gain of $786, net of $18 in transaction costs, in Other (income) expenses, net on the Statement of Consolidated Operations in the third quarter and nine-month period of 2025.

Subsequent to July 1, 2025, the fair value of the shares is based on the unadjusted quoted price on the Saudi Exchange (Tadawul). In the third quarter and nine-month period of 2025, the Company recorded a mark-to-market gain of $267 in Other (income) expenses, net on the accompanying Statement of Consolidated Operations related to changes in fair value of the shares.

Australia Mine Plan Approvals

During September and October 2025, the Western Australian Environmental Protection Authority (WA EPA) provided comments received during the 12-week public comment period for the Company’s mining activities in Australia, which include the plan for the next major mine regions (Myara North and Holyoake) and the rolling five-year mine plan (2023-2027) referred to the WA EPA in 2023 by a third party.

The Company is conducting a comprehensive review of the comments received and plans to submit responses to the WA EPA during the fourth quarter of 2025. Following the Company’s response to any clarifications requested by the WA EPA, the Company expects that the WA EPA will publish its assessment and recommendations by June 2026. An appeals process of the assessment and recommendations will follow ahead of Ministerial decisions which are expected by the end of 2026.

Ministerial decisions were previously expected during the first quarter of 2026 per the indicative timeline the WA EPA set in the third quarter of 2024. From both the Company’s and the WA EPA’s perspective, the indicative timeline has been reconsidered due to the complexities related to advancing both assessments, the extensive documentation provided by the Company and independent experts, and the work required to respond to the submissions received during the WA EPA’s public comment period. The Company is committed to continuing to work collaboratively with the WA EPA and other stakeholders to achieve Ministerial decisions in 2026.

The Company has multiple contingency plans and anticipates mining in new major mine regions will commence no earlier than 2029. Until then, the Company expects bauxite quality will remain similar to recent grades.

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San Ciprián Operations

Following the formation of the joint venture with IGNIS Equity Holdings, SL (IGNIS EQT) on March 31, 2025 (described below), Alcoa resumed the restart of the San Ciprián smelter that had been operating approximately 6 percent of total pots since March 2024. The restart was paused in April 2025 following a widespread power outage across Spain and resumed in July 2025. The smelter was operating at approximately 29% of its total annual capacity of 228 kmt as of September 30, 2025, and the Company expects that the restart will be completed by mid-2026.

On March 31, 2025, Alcoa and IGNIS EQT entered into a joint venture agreement (the Agreement) whereby Alcoa owns 75% and continues as the managing operator and IGNIS EQT owns 25% of the San Ciprián operations. Under the terms of the Agreement, Alcoa and IGNIS EQT contributed $81 (€75) and $27 (€25), respectively, to form the joint venture, and up to approximately $117 (€100) will be funded by Alcoa as needed for operations with a priority position in future cash returns. Further funding requires agreement by both partners and would be shared 75% by Alcoa and 25% by IGNIS EQT.

The transaction was accounted for as an equity transaction where IGNIS EQT’s noncontrolling interest was reflected as a decrease to Additional capital on the accompanying Consolidated Balance Sheet. The Agreement also provides IGNIS EQT a put option whereby IGNIS EQT can require Alcoa Corporation to purchase from IGNIS EQT its 25% interest at the then fair market value upon certain change in control provisions. Alcoa classified the Noncontrolling interest within Mezzanine equity on the Consolidated Balance Sheet, as IGNIS EQT’s redemption of the put option is not solely within the Company’s control. Net loss attributable to noncontrolling interest was $27 in the nine-month period of 2025.

Australia Tax Decision

On April 30, 2025, the Administrative Review Tribunal of Australia (ART) issued its decision related to the proceedings Alcoa of Australia Limited (AofA) filed against the Australian Taxation Office (ATO) in April 2022 to contest the Notices of Assessment issued by the ATO in July 2020 related to transfer pricing of certain historic third-party alumina sales. The ART decided that no additional tax is owed, consistent with Alcoa’s long-held position related to this matter.

In accordance with the ATO’s dispute resolution practices, AofA paid 50% of the assessed income tax amount exclusive of interest and any penalties, or $74 (A$107), during the third quarter 2020. Interest on the unpaid tax was accrued through the decision date, which, along with the initial interest assessment, was deductible against taxable income by AofA. AofA applied this deduction beginning in the third quarter of 2020 through the decision date, resulting in reductions in cash tax payments.

The ATO did not appeal the ART’s decision, and the disputed tax claims (and additional related interest and penalties) have been withdrawn. With the withdrawal of the ATO’s claims, the prepaid tax asset and related interest of $78 (A$120) were refunded to AofA in July 2025, and accrued cash taxes of $225 (A$346) related to the interest deductions were reclassified to Taxes, including income taxes in June 2025 as these amounts are payable by AofA by June 1, 2026. The net cash impact of both the refunded amount and the accrued cash taxes is approximately $149 (A$226).

Debt Repositioning

In March 2025, Alumina Pty Ltd, a wholly-owned subsidiary of Alcoa Corporation, completed Rule 144A (U.S. Securities Act of 1933, as amended) debt issuances of $500 aggregate principal amount of 6.125% Senior Notes due 2030 (the 2030 Notes) and $500 aggregate principal amount of 6.375% Senior Notes due 2032 (the 2032 Notes, and, collectively with the 2030 Notes, the Notes). The net proceeds of these issuances were $985, reflecting a discount to the initial purchasers of the Notes as well as issuance costs. The Company utilized certain proceeds of these transactions to fund contributions to Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of Alcoa Corporation and the issuer of the outstanding $750 aggregate principal amount of 5.500% Notes due 2027 (the Existing 2027 Notes) and $500 aggregate principal amount of 6.125% Notes due 2028 (the Existing 2028 Notes). These contributions were funded through a series of intercompany transactions, including the repayment of intercompany indebtedness and the issuance of intercompany dividends. ANHBV used such funds, along with cash on hand, to fund the purchase price pursuant to the cash tender offers announced and settled in March 2025, including premiums and transaction costs. The net proceeds also supported Alcoa’s general corporate purposes.

In March 2025, ANHBV announced and settled cash tender offers which resulted in the tender and acceptance of $609 of the $750 aggregate principal amount of Existing 2027 Notes and $281 of the $500 aggregate principal amount of Existing 2028 Notes for purchase. The issuance of the 2030 Notes and 2032 Notes and the cash tender of the Existing 2027 Notes and Existing 2028 Notes were determined to be issuances of new debt and extinguishments of existing debt. As a result, the Company incurred $12 of debt settlement expenses in the first quarter of 2025 in Interest expense, which was comprised of the settlement premiums, transaction costs, and the write-off of unamortized discounts and deferred financing costs.

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Other Matters

Goodwill is reviewed for impairment annually during the fourth quarter using a discounted cash flow (DCF) model to estimate the fair value of the Alumina reporting unit. Changes in the estimates and assumptions utilized in the goodwill impairment analysis could result in a future impairment which could have a material impact on the Company’s consolidated financial position and results of operations. As of September 30, 2025, goodwill of $145 was included in Other noncurrent assets on the Consolidated Balance Sheet.

In April 2025, the Company amended a $74 term loan extending maturity from May 2025 to November 2025. In September 2025, the Company fully repaid $74 drawn under the term loan and cancelled the agreement.

The Company is actively engaged in negotiations related to the collective bargaining agreement with the Australian Workers Union (AWU) representing approximately 400 hourly employees at the Portland, Australia smelter that expired on June 30, 2025. A formal vote on the latest offer proposed by the Company is expected by the end of October 2025.

In September 2025, a new four-year collective bargaining agreement was ratified with the Starfsgreinafélag Islands (AFL) and the Rafiðnaðarsamband Íslands (RSÍ) representing approximately 400 hourly employees at the Fjarðaál, Iceland smelter.

The Company is actively engaged in negotiations related to the three collective bargaining agreements with le Syndicat des Métallos (FTQ) representing approximately 1,000 hourly employees at the Bécancour smelter in Québec, Canada that expired on July 19, 2025.

See the below sections for additional details on the above-described actions.

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Results of Operations

The discussion that follows includes a comparison of our results of operations and liquidity and capital resources for the quarterly and year-to-date periods outlined in the table below.

Selected Financial Data:

		Quarter ended								Nine months ended
		Sequential								Year-to-date
Statement of Operations		September 30, 2025				June 30, 2025				September 30, 2025				September 30, 2024
Sales		$	2,995			$	3,018			$	9,382			$	8,409
Cost of goods sold (exclusive of expenses below)			2,695				2,652				7,785				7,330
Selling, general administrative, and other expenses			78				82				231				195
Research and development expenses			11				12				35				40
Provision for depreciation, depletion, and amortization			160				153				461				483
Restructuring and other charges, net			885				14				904				250
Interest expense			33				56				142				111
Other (income) expenses, net			(1,034	)			(112	)			(1,172	)			49
Total costs and expenses			2,828				2,857				8,386				8,458
Income (loss) before income taxes			167				161				996				(49	)
(Benefit from) provision for income taxes			(51	)			10				79				129
Net income (loss)			218				151				917				(178	)
Less: Net loss attributable to noncontrolling interest			(14	)			(13	)			(27	)			(36	)
Net income (loss) attributable to Alcoa Corporation		$	232			$	164			$	944			$	(142	)

		Quarter ended								Nine months ended
Selected Financial Metrics		September 30, 2025				June 30, 2025				September 30, 2025				September 30, 2024
Diluted income (loss) per share attributable to Alcoa    Corporation common shareholders		$	0.88			$	0.62			$	3.57			$	(0.72	)
Third-party shipments of alumina (kmt)			2,205				2,195				6,505				6,716
Third-party shipments of aluminum (kmt)			612				634				1,855				1,949
Average realized price per metric ton of alumina		$	377			$	378			$	442			$	416
Average realized price per metric ton of aluminum		$	3,374			$	3,143			$	3,242			$	2,787
Average Alumina Price Index (API)(1)		$	367			$	377			$	452			$	415
Average London Metal Exchange (LME) 15-day lag(2)		$	2,598			$	2,458			$	2,555			$	2,353

(1)API (Alumina Price Index) is a pricing mechanism that is calculated by the Company based on the weighted average of a prior month’s daily spot prices published by the following three indices: CRU Metallurgical Grade Alumina Price; Platts Metals Daily Alumina PAX Price; and FastMarkets Metal Bulletin Non-Ferrous Metals Alumina Index.

(2)LME (London Metal Exchange) is a globally recognized exchange for commodity trading, including aluminum. The LME pricing component represents the underlying base metal component, based on quoted prices for aluminum on the exchange.

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Overview

Sequential period comparison

Net income (loss) attributable to Alcoa Corporation was $232 in the third quarter of 2025 compared with $164 in the second quarter of 2025. The favorable change of $68 is primarily a result of:

•Gain on sale of interest in the Saudi Arabia joint venture

•Favorable mark-to-market change on the Ma’aden shares

•Higher aluminum prices

•Lower taxes

•Lower production costs across both segments

Partially offset by:

•Higher restructuring charges

•Unfavorable mark-to-market results on derivative instruments

•Tariffs on U.S. imports of aluminum from Canada

•Charges related to increasing asset retirement obligations

•Lower alumina prices

•Write down of inventories associated with the closure of the Kwinana refinery

•Unfavorable currency impacts

Year-to-date comparison

Net income (loss) attributable to Alcoa Corporation was $944 in the nine-month period of 2025 compared with $(142) in the nine-month period of 2024. The favorable change of $1,086 is primarily a result of:

•Gain on sale of interest in the Saudi Arabia joint venture

•Higher aluminum and alumina prices

•Favorable mark-to-market results on the Ma’aden shares

•Favorable currency impacts

•Higher volumes and price from bauxite offtake and supply agreements

•Favorable mark-to-market results on derivative instruments

•Lower taxes

Partially offset by:

•Higher restructuring charges

•Tariffs on U.S. imports of aluminum from Canada

Sales

Sequential period comparison

Sales decreased $23 primarily as a result of:

•Lower volumes and price from bauxite offtake and supply agreements

•Lower shipments of aluminum

•Unfavorable currency impacts

Partially offset by:

•Higher average realized price of aluminum

Year-to-date comparison

Sales increased $973 primarily as a result of:

•Higher average realized price of aluminum and alumina

•Higher volumes and price from bauxite offtake and supply agreements

Partially offset by:

•Lower shipments of aluminum and alumina

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Cost of goods sold

Sequential period comparison

Cost of goods sold as a percentage of sales increased 2% primarily as a result of:

•Tariffs on U.S. imports of aluminum from Canada

•Charges related to increasing asset retirement obligations

•Unfavorable currency impacts

•Write down of inventories associated with the closure of the Kwinana refinery

Partially offset by:

•Higher average realized price of aluminum

•Lower production costs across both segments

Year-to-date comparison

Cost of goods sold as a percentage of sales decreased 4% primarily as a result of:

•Higher aluminum and alumina prices

•Higher volumes and price from bauxite offtake and supply agreements

•Favorable currency impacts

Partially offset by:

•Tariffs on U.S. imports of aluminum from Canada

•Charges related to increasing asset retirement obligations

Selling, general administrative, and other expenses

Sequential period comparison

Selling, general administrative, and other expenses decreased $4 primarily as a result of:

•Lower labor costs

Year-to-date comparison

Selling, general administrative, and other expenses increased $36 primarily as a result of:

•Higher labor costs

•Increased fees for professional services

•Increased information technology services

Provision for depreciation, depletion, and amortization

Sequential period comparison

The Provision for depreciation, depletion, and amortization increased $7 primarily as a result of:

•Write offs of assets for projects no longer being pursued

•Unfavorable currency impacts

Year-to-date comparison

The Provision for depreciation, depletion, and amortization decreased $22 primarily as a result of:

•Favorable currency impacts

•Lower depreciation in Brazil for mine reclamation and bauxite residue storage asset retirement obligations

•Lower depreciation expense related to a group of assets reaching the end of their depreciable lives

Partially offset by:

•Write offs of assets for projects no longer being pursued

38

Interest expense

Sequential period comparison

Interest expense decreased $23 primarily as a result of:

•Absence of interest on unfavorable value added tax assessments in Brazil

•Reversal of interest accrual on value added tax assessments in Brazil due to favorable Supreme Court ruling in the third quarter of 2025

Year-to-date comparison

Interest expense increased $31 primarily as a result of:

•Interest on $500 6.125% Senior Notes and $500 6.375% Senior Notes issued in March 2025

•Interest on $750 7.125% Senior Notes issued in March 2024

•Interest on unfavorable value added tax assessments in Brazil

Partially offset by:

•Absence of interest partially offset by debt settlement expenses for the Existing 2027 Notes and Existing 2028 Notes extinguished in March 2025

•Absence of interest on the Alumina Limited Facility that was assumed on August 1, 2024, until Alcoa repaid outstanding amounts under the Alumina Limited Facility on November 29, 2024

Other (income) expenses, net

Sequential period comparison

Other (income) expenses, net was ($1,034) in the third quarter of 2025 compared with ($112) in the second quarter of 2025. The favorable change of $922 was primarily a result of:

•Gain on sale of interest in the Saudi Arabia joint venture

•Favorable mark-to-market change on the Ma’aden shares subsequent to July 1, 2025

•Favorable currency revaluation impacts primarily due to absence of losses recognized in the second quarter of 2025 due to the U.S. dollar weakening against the euro and the Australian dollar and gains in the current quarter due to the U.S. dollar weakening against the Brazilian real, partially offset by absence of gains recognized in second quarter of 2025 due to the U.S. dollar weakening against the Brazilian real

•Absence of equity losses from MBAC due to the sale of interest in the Saudi Arabia joint venture

Partially offset by:

•Unfavorable mark-to-market results on derivative instruments primarily due to changes in the euro foreign exchange rate and lower power prices in the current quarter

•Absence of interest income on the refund owed to Alcoa from the ATO

•Absence of equity income from MAC due to the sale of interest in the Saudi Arabia joint venture

Year-to-date comparison

Other (income) expenses, net was ($1,172) in the nine-month period of 2025 compared with $49 in the nine-month period of 2024. The favorable change of $1,221 was primarily a result of:

•Gain on sale of interest in the Saudi Arabia joint venture

•Favorable mark-to-market change on Ma’aden shares subsequent to July 1, 2025

•Favorable currency revaluation impacts primarily due to the absence of losses recognized in the prior year due to the U.S. dollar strengthening against the Brazilian real and gains in the current year due to the U.S. dollar weakening against the Brazilian real and Canadian dollar, partially offset by losses in the current year due to the U.S. dollar weakening against the euro

•Favorable mark-to-market results on derivative instruments primarily due to changes in the euro foreign exchange rate, partially offset by lower power prices in the current year

•Absence of costs related to site separation commitments associated with the Warrick Rolling Mill sale

•Equity income from MBAC through July 1, 2025 and the absence of equity losses from MBAC recognized in the prior year

•Interest income on the refund owed to Alcoa from the ATO

Partially offset by:

•Absence of equity income from MAC recognized in the prior year and equity losses from MAC through July 1, 2025

•Higher ELYSIS capital contributions, increasing loss recognition

39

Restructuring and other charges, net

Sequential period comparison

In the third quarter of 2025, Restructuring and other charges, net of $885 primarily related to:

•$856 for the permanent closure of the previously curtailed Kwinana alumina refinery

•$17 to record net additional asset retirement obligation and environmental reserves at previously closed sites

•$7 charge for take-or-pay contract costs at previously closed sites

•$2 for certain employee obligations related to the February 2023 updated viability agreement for the San Ciprián aluminum smelter

In the second quarter of 2025, Restructuring and other charges, net of $14 primarily related to:

•$20 to record net additional asset retirement obligation and environmental reserves at previously closed sites

•$6 for certain employee obligations related to the February 2023 updated viability agreement for the San Ciprián aluminum smelter

Partially offset by:

•($12) net benefit for take-or-pay contract costs at previously closed sites

Year-to-date comparison

In the nine-month period of 2025, Restructuring and other charges, net of $904 primarily related to:

•$856 for the permanent closure of the previously curtailed Kwinana alumina refinery

•$37 to record net additional asset retirement obligation and environmental reserves at previously closed sites

•$11 for certain employee obligations related to the February 2023 updated viability agreement for the San Ciprián aluminum smelter

Partially offset by:

•($3) net benefit for take-or-pay contract costs at previously closed sites

In the nine-month period of 2024, Restructuring and other charges, net of $250 primarily related to:

•$205 for the curtailment of the Kwinana alumina refinery

•$16 for the take-or-pay contract costs at a previously closed site

•$15 to record net additional environmental and asset retirement obligation reserves at previously closed sites

•$12 for contract termination costs at a previously closed site

(Benefit from) provision for income taxes

Sequential period comparison

The Benefit from income taxes in the third quarter of 2025 was ($51) on income before taxes of $167 or (30.5%). In comparison, the second quarter of 2025 Provision for income taxes was $10 on income before taxes of $161 or 6.2%.

The restructuring charge associated with the Kwinana closure decreased the Company’s annualized effective tax rate. The benefit from income taxes in the third quarter is primarily due to the impact of the decreased annualized effective tax rate when applied to year-to-date earnings and an overall reduction in income in jurisdictions where taxes are paid.

Year-to-date comparison

The Provision for income taxes in the nine-month period of 2025 was $79 on income before taxes of $996 or 7.9%. In comparison, the nine-month period of 2024 Provision for income taxes was $129 on a loss before taxes of $(49) or (263.3)%.

The decrease in tax expense of $50 is primarily attributable to an overall reduction in income in jurisdictions where taxes are paid, primarily related to the restructuring charge associated with the Kwinana closure, partially offset by tax expense on the gain on sale of interest in the Saudi Arabia joint venture and favorable mark-to-market change on the Ma’aden shares.

40

Noncontrolling interest

Through August 1, 2024 when Alcoa completed the acquisition of Alumina Limited, Noncontrolling interest related to Alumina Limited’s 40% ownership interest in the AWAC joint venture. Upon completion of the acquisition by Alcoa, Alumina Limited and, as a result, ownership in the AWAC joint venture, became wholly-owned by Alcoa Corporation.

On March 31, 2025, Alcoa and IGNIS EQT entered into a joint venture agreement. Alcoa owns 75% and continues as the managing operator and IGNIS EQT owns 25% of the San Ciprián operations. Alcoa began recognizing earnings attributable to IGNIS EQT’s ownership interest within Noncontrolling interest in the second quarter of 2025.

Sequential period comparison

Net loss attributable to noncontrolling interest was $(14) in the third quarter of 2025 compared with $(13) in the second quarter of 2025.

Year-to-date comparison

Net loss attributable to noncontrolling interest was $(27) in the nine-month period of 2025 compared with $(36) in the nine-month period of 2024.

Net loss attributable to noncontrolling interest of $(14) in the third quarter and $(27) in the nine-month period of 2025 reflects losses incurred at the San Ciprián smelter and refinery. Net loss attributable to noncontrolling interest of $(36) in the nine-month period of 2024 was driven by restructuring costs partially offset by favorable average realized price of alumina.

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Segment Information

Alcoa Corporation is a producer of bauxite, alumina, and aluminum products. The Company has two operating and reportable segments: (i) Alumina and (ii) Aluminum. The primary measure of performance is Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) for each segment.

The Company calculates Segment Adjusted EBITDA as Total sales (third-party and intersegment) minus the following items: Cost of goods sold; Selling, general administrative, and other expenses; and Research and development expenses. Alcoa Corporation’s Segment Adjusted EBITDA may not be comparable to similarly titled measures of other companies. The Chief Operating Decision Maker regularly reviews Segment Adjusted EBITDA to assess performance and allocate resources.

Alumina

Business Update. The average API of $367 per metric ton decreased 3% compared to the prior quarter. Compared to the nine-month period of 2024, the average API trended favorably, reflecting a 9% increase year-over-year.

Kwinana Refinery

In September 2025, Alcoa announced the permanent closure of the Kwinana alumina refinery, which had been fully curtailed since June 2024. The Kwinana refinery had approximately 220 employees at the time of closure; this number will be reduced during 2026 as the closure progresses. Certain employees will remain beyond 2026 to prepare the site for future redevelopment.

In the third quarter of 2025, the Company recorded charges of $856 in Restructuring and other charges, net, including $430 to establish reserves for asset retirement obligations and environmental remediation, $265 to impair fixed assets, $75 to write-off the remaining net book value of other assets, and $86 to accrue for other costs. Additionally, a charge of $39 was recorded to Cost of goods sold to write down remaining inventories to net realizable value. Associated severance costs were previously recorded in the first quarter of 2024.

Cash outlays related to the permanent closure of the site are expected to approximate $600 over the next six years (which includes existing reserves for asset retirement obligations, other costs, environmental remediation, and employee related liabilities), with approximately $75 to be spent in the fourth quarter of 2025.

Other Matters

In September 2025, the Company recorded a charge of $42 to Cost of goods sold related to a change in closure estimates for non-operating bauxite residue areas at the Poços de Caldas refinery (Brazil) to comply with impoundment stability regulations in the region. Improvements to comply with the regulations are required to be completed between October 2026 and November 2029.

On July 1, 2025, Alcoa completed the sale of its full ownership interest of 25.1% in the Saudi Arabia joint venture, which includes the Ma’aden Bauxite and Alumina Company (see above).

On March 31, 2025, Alcoa and IGNIS EQT entered into a joint venture agreement, which includes the San Ciprián refinery (see above).

Capacity. The Alumina segment had a base capacity of 11,653 kmt with 1,014 kmt of curtailed refining capacity. In the third quarter of 2025, base capacity and curtailed capacity decreased 2,190 due to the closure of the Kwinana refinery (see above).

In the table below, total alumina shipments include metric tons that were not produced by the Alumina segment. Such alumina was purchased to satisfy certain customer commitments. The Alumina segment bears the risk of loss of the purchased alumina until control of the product has been transferred to this segment’s customers.

Adjusted operating costs include all production related costs for alumina produced and shipped: raw materials consumed; conversion costs, such as labor, materials, and utilities; and plant administrative expenses. Other segment items include costs associated with trading activity, the purchase of bauxite from offtake or other supply agreements, and commercial shipping services; other direct and non-production related charges; Selling, general administrative, and other expenses; and Research and development expenses.

42

		Quarter ended								Nine months ended
		September 30, 2025				June 30, 2025				September 30, 2025				September 30, 2024
Bauxite production (mdmt)			9.3				9.3				28.1				29.0
Third-party bauxite shipments (mdmt)			1.7				2.9				7.6				4.0
Alumina production (kmt)			2,453				2,351				7,159				7,644
Third-party alumina shipments (kmt)			2,205				2,195				6,505				6,716
Intersegment alumina shipments (kmt)			1,112				1,089				3,294				2,995
Produced alumina shipments (kmt)			2,448				2,384				7,148				7,582
Third-party bauxite sales		$	113			$	208			$	564			$	253
Third-party alumina sales			841				843				2,904				2,814
Total segment third-party sales		$	954			$	1,051			$	3,468			$	3,067
Intersegment alumina sales			474				467				1,653				1,417
Total sales		$	1,428			$	1,518			$	5,121			$	4,484
Adjusted operating costs			779				770				2,272				2,344
Other segment items			582				609				1,979				1,448
Segment Adjusted EBITDA		$	67			$	139			$	870			$	692
Average realized third-party price per metric ton of alumina		$	377			$	378			$	442			$	416
Adjusted operating cost per metric ton of produced alumina shipped		$	318			$	323			$	318			$	309

Production

Sequential period comparison

Alumina production increased 4% primarily as a result of:

•Increased production output at the Australia refineries due to decreased maintenance

Year-to-date comparison

Alumina production decreased 6% primarily as a result of:

•Full curtailment of the Kwinana refinery in June 2024

Third-party sales

Sequential period comparison

Third-party sales decreased $97 primarily as a result of:

•Lower volumes and price from bauxite offtake and supply agreements

•Lower average realized price of $1/ton principally driven by a lower average API

Partially offset by:

•Higher shipments of alumina primarily due to increased production, partially offset by decreased trading

•Favorable currency impacts

Year-to-date comparison

Third-party sales increased $401 primarily as a result of:

•Higher volumes and price from bauxite offtake and supply agreements

•Higher average realized price of $26/ton principally driven by a higher average API

Partially offset by:

•Lower shipments of alumina primarily due to the full curtailment of the Kwinana refinery and decreased trading activity, partially offset by higher sales of externally sourced alumina to satisfy certain customer commitments

•Unfavorable currency impacts

43

Intersegment alumina sales

Sequential period comparison

Intersegment alumina sales increased $7 primarily as a result of:

•Higher alumina shipments primarily due to the San Ciprián smelter restart

Partially offset by:

•Lower average API on sales to the Aluminum segment

Year-to-date comparison

Intersegment alumina sales increased $236 primarily as a result of:

•Higher alumina shipments due to timing of shipments and increased demand from the Aluminum segment primarily due to Alumar (Brazil) smelter restart

•Higher average API on sales to the Aluminum segment

Segment Adjusted EBITDA

Sequential period comparison

Segment Adjusted EBITDA decreased $72 primarily as a result of:

•Charges related increasing asset retirement obligations, primarily at the Poços de Caldas refinery

•Lower volumes and price from bauxite offtake and supply agreements

•Lower average realized price

Partially offset by:

•Lower production costs primarily related to decreased maintenance

Year-to-date comparison

Segment Adjusted EBITDA increased $178 primarily as a result of:

•Higher average realized price

•Higher volumes and price from bauxite offtake and supply agreements

Partially offset by:

•Higher production costs primarily related to higher labor costs, direct material usage, and increased maintenance

•Charges related increasing asset retirement obligations, primarily at the Poços de Caldas refinery

•Unfavorable raw material costs primarily on higher prices for caustic soda and lime

Forward Look. For the fourth quarter of 2025 in comparison to the third quarter of 2025, the Alumina segment expects to benefit from the absence of charges to increase asset retirement obligations, higher shipments, and lower production costs.

Alcoa expects 2025 total Alumina segment production and shipments to remain unchanged from its prior projection, ranging between 9.5 to 9.7 million metric tons, and between 13.1 and 13.3 million metric tons, respectively. The difference between production and shipments reflects trading volumes and externally sourced alumina to fulfill customer contracts due to the curtailment of the Kwinana refinery in June 2024.

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Aluminum

Business Update. Aluminum prices increased sequentially with LME prices on a 15-day lag averaging $2,598 per metric ton in the third quarter of 2025. Additionally, the average Midwest premium (United States and Canada) increased 58% sequentially following the increase on U.S. Section 232 tariff on aluminum imports from 25% to 50% on June 4, 2025.

In the third quarter of 2025, the Midwest premium earned on the Company’s U.S. aluminum production more than offset the net unfavorable impact of the Midwest premium and tariff costs on imports of aluminum from its Canadian smelters to U.S. customers.

San Ciprián Smelter

On March 31, 2025, Alcoa and IGNIS EQT entered into a joint venture agreement, which includes the San Ciprián smelter (see above). The joint venture agreement allows for the planned restart of the San Ciprián smelter in 2025, a commitment included in the viability agreement reached with the workers’ representatives of the San Ciprián smelter in December 2021, and subsequently updated in February 2023.

The restart of the San Ciprián smelter was paused in April 2025 following a widespread power outage across Spain and resumed in July 2025. The smelter was operating at approximately 29% of its total annual capacity of 228 kmt as of September 30, 2025 and the Company expects that the restart will be completed by mid-2026.

In connection with terms of the updated viability agreement, the Company had restricted cash of $75 remaining at September 30, 2025, to be made available for capital improvements at the site and smelter restart costs. In the first quarter of 2025, $11 was released from restricted cash related to smelter restart and capital expenditures.

Other Matters

On October 22, 2025, Alcoa announced a long-term energy contract with the New York Power Authority (NYPA) and a capital investment of approximately $60 in the facility’s anode baking furnace to support future operations at the Massena smelter in New York.

On July 1, 2025, Alcoa completed the sale of its full ownership interest of 25.1% in the Saudi Arabia joint venture, which includes the Ma’aden Aluminium Company (see above). In accordance with the transaction, the metal offtake agreement with Ma’aden was terminated in the first quarter of 2025.

During the second quarter of 2025, the Company entered into firming contracts and a power purchase agreement (PPA) to manage the variability and intermittency of renewable energy sources and reduce spot market exposure at the Mosjøen smelter (Norway). The firming contracts convert certain pay-as-produced wind contracts into baseload power to eliminate volume risk. One of the firming contracts is a derivative and does not qualify for hedge accounting treatment. See Note M to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

During the nine-month period of 2025, the Company progressed the restart of the Alumar smelter. The site was operating at approximately 91% of the site’s total annual capacity of 268 kmt (Alcoa share) as of September 30, 2025.

In the table below, total aluminum third-party shipments include metric tons that were not produced by the Aluminum segment. Such aluminum was purchased by this segment to satisfy certain customer commitments. The Aluminum segment bears the risk of loss of the purchased aluminum until control of the product has been transferred to this segment’s customers. Additionally, Total shipments include offtake from a joint venture supply agreement.

The average realized third-party price per metric ton of aluminum includes three elements: a) the underlying base metal component, based on quoted prices from the LME; b) the regional premium, which represents the incremental price over the base LME component that is associated with the physical delivery of metal to a particular region (e.g., the Midwest premium for metal sold in the United States); and c) the product premium, which represents the incremental price for receiving physical metal in a particular shape (e.g., billet, slab, rod, etc.) or alloy.

Adjusted operating costs include all production related costs for aluminum produced and shipped: raw materials consumed; conversion costs, such as labor, materials, and utilities; and plant administrative expenses. Other segment items include costs associated with trading activity and energy assets; other direct and non-production related charges including tariff costs; Selling, general administrative, and other expenses; and Research and development expenses.

45

		Quarter ended								Nine months ended
		September 30, 2025				June 30, 2025				September 30, 2025				September 30, 2024
Aluminum production (kmt)			579				572				1,715				1,644
Total aluminum shipments (kmt)			612				634				1,855				1,949
Produced aluminum shipments (kmt)			576				581				1,724				1,711
Third-party aluminum sales		$	2,068			$	1,993			$	6,016			$	5,431
Other(1)			(28	)			(37	)			(119	)			(96	)
Total segment third-party sales		$	2,040			$	1,956			$	5,897			$	5,335
Intersegment sales			5				5				14				12
Total sales		$	2,045			$	1,961			$	5,911			$	5,347
Adjusted operating costs			1,406				1,578				4,558				3,974
Other segment items			332				286				815				910
Segment Adjusted EBITDA		$	307			$	97			$	538			$	463
Average realized third-party price per metric ton of aluminum		$	3,374			$	3,143			$	3,242			$	2,787
Adjusted operating cost per metric ton of produced aluminum shipped		$	2,441			$	2,718			$	2,644			$	2,323

(1)Other includes third-party sales of energy, as well as realized gains and losses related to embedded derivative instruments designated as cash flow hedges of forward sales of aluminum.

Production

Sequential period comparison

Production increased 1% primarily as a result of:

•San Ciprián smelter and Lista (Norway) smelter restarts

Year-to-date comparison

Production increased 4% primarily as a result of:

•Alumar smelter, Lista smelter, San Ciprián smelter, and Warrick smelter restarts

Third-party sales

Sequential period comparison

Third-party sales increased $84 primarily as a result of:

•Higher average realized price of $231/ton driven by higher regional premiums, particularly the Midwest premium (United States and Canada) which rose by an average of 58%, and a higher average LME (on a 15-day lag)

Partially offset by:

•Lower shipments primarily due to decreased trading activities and timing of shipments

•Unfavorable currency impacts

Year-to-date comparison

Third-party sales increased $562 primarily as a result of:

•Higher average realized price of $455/ton driven by higher regional premiums, particularly the Midwest premium (United States and Canada) which rose by an average of 163%, and a higher average LME (on a 15-day lag)

•Higher pricing at the Brazil hydro-electric facilities

Partially offset by:

•Lower shipments primarily due to the absence of volumes from a joint venture supply agreement

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Segment Adjusted EBITDA

Sequential period comparison

Segment Adjusted EBITDA increased $210 primarily as a result of:

•Higher average realized price

•Favorable raw material costs primarily on lower average alumina input costs

•Lower production costs primarily related to lower labor costs and decreased maintenance

Partially offset by:

•Tariffs on U.S. imports of aluminum from Canada, which were subject to a 50% tariff beginning on June 4, 2025 under U.S. Section 232

Year-to-date comparison

Segment Adjusted EBITDA increased $75 primarily as a result of:

•Higher average realized price

•Lower production costs primarily due to efficiencies at higher production rates

•Higher pricing at the Brazil hydro-electric facilities

•Favorable currency impacts

•Lower energy costs primarily in Europe

Partially offset by:

•Unfavorable raw material costs primarily on higher average alumina input costs, partially offset by lower market prices for carbon materials

•Tariffs on U.S. imports of aluminum from Canada, which were subject to a 50% tariff beginning on June 4, 2025 under U.S. Section 232

The following table provides consolidated capacity and curtailed capacity (each in kmt) for each smelter owned by Alcoa Corporation:

				September 30, 2025								June 30, 2025								September 30, 2024
Facility		Country		Capacity(1)				Curtailed				Capacity(1)				Curtailed				Capacity(1)				Curtailed
Portland(2)		Australia			197				32				197				33				197				35
São Luís (Alumar)(3)		Brazil			268				25				268				25				268				65
Baie Comeau		Canada			324				—				324				—				324				—
Bécancour		Canada			350				—				350				—				350				—
Deschambault		Canada			287				—				287				—				287				—
Fjarðaál		Iceland			351				—				351				—				351				—
Lista(4)		Norway			95				10				95				15				95				31
Mosjøen		Norway			200				—				200				—				200				—
San Ciprián(5)		Spain			228				163				228				214				228				214
Massena West		U.S.			130				—				130				—				130				—
Warrick		U.S.			215				54				215				54				215				54
					2,645				284				2,645				341				2,645				399

(1)These figures represent Alcoa Corporation’s share of the facility Nameplate Capacity based on its ownership interest in the respective smelter.

(2)In the third quarter of 2025, the Company began the restart of 20,000 metric tons per year (mtpy) of previously curtailed capacity at the Portland smelter in Australia. In the fourth quarter of 2024, the Company completed the restart of 16,000 mtpy of previously curtailed capacity at the Portland smelter that began in the fourth quarter of 2023.

(3)In 2021, the Company announced the restart of its 268,000 mtpy share of capacity at the Alumar smelter in São Luís, Brazil. Production began in the second quarter of 2022. Curtailed capacity decreased from September 30, 2024 as a result of the restart process.

(4)In the second quarter of 2025, the Company began the restart of one potline (31,000 mtpy) at the Lista smelter in Norway that was curtailed in August 2022.

(5)In the third quarter of 2025, the Company resumed the restart at the San Ciprián smelter in Spain that was paused in April 2025 following a widespread power outage across Spain.

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Forward Look. For the fourth quarter of 2025 in comparison to the third quarter of 2025, the Aluminum segment expects increased tariff costs on higher U.S. imports of aluminum from Canada, higher costs at the San Ciprián smelter primarily due to restart inefficiencies, and unfavorable energy impacts primarily due to lower pricing at the Brazil hydro-electric facilities, partially offset by higher shipments.

Alcoa expects 2025 total Aluminum segment production and shipments to remain unchanged from its prior projection, ranging between 2.3 and 2.5 million metric tons, and between 2.5 and 2.6 million metric tons, respectively.

Reconciliations of Certain Segment Information

Reconciliation of Total Segment Third-Party Sales to Consolidated Sales

		Quarter ended								Nine months ended
		September 30, 2025				June 30, 2025				September 30, 2025				September 30, 2024
Alumina		$	954			$	1,051			$	3,468			$	3,067
Aluminum			2,040				1,956				5,897				5,335
Total segment third-party sales		$	2,994			$	3,007			$	9,365			$	8,402
Other			1				11				17				7
Consolidated sales		$	2,995			$	3,018			$	9,382			$	8,409

Reconciliation of Total Segment Adjusted EBITDA to Consolidated Net Income (Loss) Attributable to Alcoa Corporation

		Quarter ended								Nine months ended
		September 30, 2025				June 30, 2025				September 30, 2025				September 30, 2024
Total Segment Adjusted EBITDA		$	374			$	236			$	1,408			$	1,155
Unallocated amounts:
Transformation(1)			(20	)			(21	)			(53	)			(44	)
Intersegment eliminations			(39	)			135				199				(75	)
Corporate expenses(2)			(42	)			(45	)			(124	)			(114	)
Provision for depreciation, depletion, and amortization			(160	)			(153	)			(461	)			(483	)
Restructuring and other charges, net			(885	)			(14	)			(904	)			(250	)
Interest expense			(33	)			(56	)			(142	)			(111	)
Other income (expenses), net			1,034				112				1,172				(49	)
Other(3)			(62	)			(33	)			(99	)			(78	)
Consolidated income (loss) before income taxes			167				161				996				(49	)
Benefit from (provision for) income taxes			51				(10	)			(79	)			(129	)
Net loss attributable to noncontrolling interest			14				13				27				36
Consolidated net income (loss) attributable to Alcoa Corporation		$	232			$	164			$	944			$	(142	)

(1)Transformation includes, among other items, the Adjusted EBITDA of previously closed operations.

(2)Corporate expenses are composed of general administrative and other expenses of operating the corporate headquarters and other global administrative facilities, as well as research and development expenses of the corporate technical center.

(3)Other includes certain items that are not included in the Adjusted EBITDA of the reportable segments.

Environmental Matters

See the Environmental Matters section of Note P to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

48

Liquidity and Capital Resources

Management believes that the Company’s cash on hand, projected cash flows, and liquidity options, combined with its strategic actions, will be adequate to fund its short-term (at least 12 months) and long-term operating and investing needs. The Company plans to opportunistically access liquidity sources to support its cash position and ongoing cash needs. Further, the Company has flexibility related to its use of cash; the Company has debt maturities of $141 on the Existing 2027 Notes and $219 on the Existing 2028 Notes and no other significant debt maturities until 2029. Additionally, the Company has no significant cash contribution requirements related to its pension plan obligations.

Although management believes that Alcoa’s projected cash flows and other liquidity options will provide adequate resources to fund operating and investing needs, the Company’s access to, and the availability of, financing on acceptable terms in the future will be affected by many factors, including: (i) Alcoa Corporation’s credit rating; (ii) the liquidity of the overall capital markets; (iii) the current state of the economy and commodity markets, and (iv) short- and long-term debt ratings. There can be no assurances that the Company will continue to have access to capital markets on terms acceptable to Alcoa Corporation.

Changes in market conditions caused by U.S., global, or macroeconomic events, such as ongoing regional conflicts, high inflation, and changing U.S. or global monetary or trade policies could have adverse effects on Alcoa’s ability to obtain additional financing and cost of borrowing. Inability to generate sufficient earnings could impact the Company’s ability to meet the financial covenants in our outstanding debt and revolving credit facility agreements and limit our ability to access these sources of liquidity or refinance or renegotiate our outstanding debt or credit agreements on terms acceptable to the Company. Additionally, the impact on market conditions from such events could adversely affect the liquidity of Alcoa’s customers, suppliers, and joint venture partners and equity method investments, which could negatively impact the collectability of outstanding receivables and our cash flows.

Cash from Operations

Cash provided from operations was $648 in the nine-month period of 2025 compared with $207 in the same period in 2024. Notable changes to sources of cash included:

•$963 favorable change in net income, excluding the impacts from restructuring charges and the gain on sale of interest in the Ma’aden joint venture, primarily due to higher aluminum and alumina pricing, partially offset by tariffs on U.S. imports of aluminum from Canada; and,

•$52 in certain working capital accounts, primarily an increase in receivables in the nine-month period of 2024 driven by less favorable payment terms and timing of shipments and a decrease in receivables in the nine-month period of 2025 due to lower third-party sales in the Alumina segment at the end of the third quarter of 2025, partially offset by a decrease in accounts payable in the nine-month period of 2025 due to lower alumina trading volumes and prices.

On April 30, 2025, the ART issued its decision related to the proceedings AofA filed against the ATO in April 2022 to contest the Notices of Assessment issued by the ATO in July 2020 related to transfer pricing of certain historic third-party alumina sales. The ART decided that no additional tax is owed, consistent with Alcoa’s long-held position related to this matter.

In accordance with the ATO’s dispute resolution practices, AofA paid 50% of the assessed income tax amount exclusive of interest and any penalties, or $74 (A$107), during the third quarter 2020. Interest on the unpaid tax was accrued through the decision date, which, along with the initial interest assessment, was deductible against taxable income by AofA. AofA applied this deduction beginning in the third quarter of 2020 through the decision date, resulting in reductions in cash tax payments.

The ATO did not appeal the ART’s decision, and the disputed tax claims (and additional related interest and penalties) have been withdrawn. With the withdrawal of the ATO’s claims, the prepaid tax asset and related interest of $78 (A$120) were refunded to AofA in July 2025, and accrued cash taxes of $225 (A$346) related to the interest deductions were reclassified to Taxes, including income taxes in June 2025 as these amounts are payable by AofA by June 1, 2026. The net cash impact of both the refunded amount and the accrued cash taxes is approximately $149 (A$226). See description of the tax dispute in Note P to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

The Company utilizes a Receivables Purchase Agreement facility to sell up to $150 of certain receivables through an SPE to a financial institution on a revolving basis. Alcoa Corporation guarantees the performance obligations of the Company subsidiaries, and unsold customer receivables are pledged as collateral to the financial institution to secure the sold receivables. At September 30, 2025, the SPE held unsold customer receivables of $441 pledged as collateral against the sold receivables.

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The Company continues to service the customer receivables that were transferred to the financial institution. As Alcoa collects customer payments, the SPE transfers additional receivables to the financial institution rather than remitting cash. In the nine-month period of 2025, the Company sold gross customer receivables of $685 and reinvested collections of $685 from previously sold receivables, resulting in no net cash remittance to or proceeds from the financial institution. In the nine-month period of 2024, the Company sold gross customer receivables of $886 and reinvested collections of $870 from previously sold receivables, resulting in net cash proceeds from the financial institution of $16. Cash collections from previously sold receivables yet to be reinvested of $58 were included in Accounts payable, trade on the Consolidated Balance Sheet as of September 30, 2025. Cash received from sold receivables under the agreement are presented within operating activities in the Statement of Consolidated Cash Flows. See Note I to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

During the first and second quarters of 2025, Alcoa entered into financial contracts with multiple counterparties to mitigate financial risks associated with changes in aluminum prices, natural gas prices, electricity prices, and foreign currency exchange rates. The aluminum, natural gas, and electricity financial contracts qualify for cash flow hedge accounting. The foreign exchange financial contracts do not qualify for hedge accounting treatment. These contracts are held by a separate wholly-owned subsidiary of Alcoa Corporation and are intended to limit the Company’s net cash outlays to the committed funding under the San Ciprián joint venture agreement. The associated realized gains or losses have no impact on the results of the San Ciprián operations. See Note M to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

Financing Activities

Cash used for financing activities was $95 in the nine-month period of 2025 compared with cash provided from financing activities of $595 in the same period in 2024.

The use of cash in the nine-month period of 2025 was primarily $890 used to settle cash tender offers on existing debt (see below), $79 of dividends paid on stock, $74 term loan repayment (see below), and $47 of net payments on short-term borrowings (see below), partially offset by $985 net proceeds from the bond issuance (see below) and $27 of contributions from IGNIS EQT (see Noncontrolling interest above).

The source of cash in the nine-month period of 2024 was primarily $737 of net proceeds from the debt issuance for $750 aggregate principal amount of 7.125% Senior Notes due 2031 and $16 of net contributions from Alumina Limited (see Noncontrolling interest above), partially offset by $63 of dividends paid on common stock, $44 of net payments on short-term borrowings (see below), and $23 net cash outflows from the acquisition of Alumina Limited (see Note C to the Consolidated Financial Statement in Part I Item 1 of this Form 10-Q).

Short-term Borrowings

The Company entered into inventory repurchase agreements whereby the Company sold aluminum to a third party and agreed to subsequently repurchase substantially similar inventory. The Company did not record sales upon each shipment of inventory and the net cash received of $3 related to these agreements was recorded in Short-term borrowings within Other current liabilities on the Consolidated Balance Sheet as of September 30, 2025.

During the nine-month period of 2025, the Company recorded borrowings of $51 and repurchased $98 of inventory related to these agreements. During the nine-month period of 2024, the Company recorded borrowings of $45 and repurchased $89 of inventory related to these agreements.

The cash received and subsequently paid under the inventory repurchase agreements is included in Cash (used for) provided from financing activities on the Statement of Consolidated Cash Flows.

144A Debt

In March 2025, Alumina Pty Ltd, a wholly-owned subsidiary of Alcoa Corporation, completed Rule 144A (U.S. Securities Act of 1933, as amended) debt issuances of $500 aggregate principal amount of 6.125% Senior Notes due 2030 (the 2030 Notes) and $500 aggregate principal amount of 6.375% Senior Notes due 2032 (the 2032 Notes, and, collectively with the 2030 Notes, the Notes). The net proceeds of these issuances were $985, reflecting a discount to the initial purchasers of the Notes as well as issuance costs.

In March 2025, ANHBV announced and settled cash tender offers which resulted in the tender and acceptance of $609 of the $750 aggregate principal amount of Existing 2027 Notes and $281 of the $500 aggregate principal amount of Existing 2028 Notes for purchase.

See Note K to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

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Credit Facilities

Revolving Credit Facility

The Company and ANHBV, a wholly-owned subsidiary of Alcoa Corporation and the borrower, have a $1,250 revolving credit and letter of credit facility in place for working capital and/or other general corporate purposes (the Revolving Credit Facility). The Revolving Credit Facility, established in September 2016, most recently amended and restated in June 2022 and amended in August 2025, is scheduled to mature in June 2027. Subject to the terms and conditions under the Revolving Credit Facility, the Company or ANHBV may borrow funds or issue letters of credit. Under the terms of the January 2024 amendment (Amendment No. 1), the Company agreed to provide collateral for its obligations under the Revolving Credit Facility. In August 2025, Alcoa Corporation, ANHBV, and certain subsidiaries of the Company entered into Amendment No. 2 to the Revolving Credit Facility to allow for certain changes in the Company’s legal structure and update certain exceptions to collateral requirements. See Part II Item 8 of Alcoa Corporation’s Annual Report on Form 10-K in Note M to the Consolidated Financial Statements for the year ended December 31, 2024 for more information on the Revolving Credit Facility.

As of September 30, 2025, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the Revolving Credit Facility. There were no borrowings outstanding at September 30, 2025, and no amounts were borrowed during the nine-month periods of 2025 and 2024 under the Revolving Credit Facility.

Japanese Yen Revolving Credit Facility

The Company and ANHBV have a revolving credit facility available to be drawn in Japanese yen (the Japanese Yen Revolving Credit Facility). In April 2025, the Company and ANHBV entered into an amendment to the Japanese Yen Revolving Credit Facility, reducing the aggregate commitments from $250 to $200 and extending the maturity from April 2025 to April 2026. Subject to the terms and conditions under the facility, the Company or ANHBV may borrow funds.

The Japanese Revolving Credit Facility, established in April 2023 and amended in January 2024, April 2024, and April 2025, includes covenants that are substantially the same as those included in the Revolving Credit Facility. Under the terms of the January 2024 amendment, the Company agreed to provide collateral for its obligations under the Japanese Yen Revolving Credit Facility. See Part II Item 8 of Alcoa Corporation’s Annual Report on Form 10-K in Note M to the Consolidated Financial Statements for the year ended December 31, 2024 for more information on the Japanese Yen Revolving Credit Facility.

As of September 30, 2025, the Company was in compliance with all financial covenants. The Company may access the entire amount of commitments under the Japanese Revolving Credit Facility. There were no borrowings outstanding at September 30, 2025. During the nine-month period of 2025, no amounts were borrowed. During the nine-month period of 2024, $201 (JPY 29,686) was borrowed and $196 (JPY 29,686) was repaid.

Other

In April 2025, the Company amended a $74 term loan extending maturity from May 2025 to November 2025. In September 2025, the Company fully repaid $74 drawn under the term loan and cancelled the agreement.

Dividend

On July 30, 2025, the Board of Directors declared a quarterly cash dividend of $0.10 per share of the Company’s common stock (including common stock underlying CDIs) and Series A convertible preferred stock, to stockholders of record as of the close of business on August 12, 2025. In August 2025, the Company paid cash dividends of $26.

Ratings

Alcoa Corporation’s cost of borrowing and ability to access the capital markets are affected not only by market conditions but also by the short- and long-term debt ratings assigned to Alcoa Corporation’s debt by the major credit rating agencies.

On March 3, 2025, Standard and Poor’s Global Ratings affirmed the rating of Alcoa Corporation’s long-term debt as BB and revised the outlook from stable to positive.

On March 3, 2025, Moody’s Investor Service affirmed the rating of ANHBV’s long-term debt as Ba1 and affirmed the outlook as stable and published Alumina Pty Ltd’s long-term debt rating as Ba1 with a stable outlook.

On March 3, 2025, Fitch Ratings published Alumina Pty Ltd’s long-term debt rating as BB+ with a stable outlook.

On February 28, 2025, Fitch Ratings affirmed the rating for Alcoa Corporation and ANHBV’s long-term debt as BB+ and affirmed the outlook as stable.

Ratings are not a recommendation to buy or hold any of Alcoa’s securities and they may be revised or revoked at any time at the sole discretion of the rating organization.

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Investing Activities

Cash used for investing activities was $251 in the nine-month period of 2025 compared with $434 for the same period in 2024.

In the nine-month period of 2025, the use of cash was primarily attributable to $375 related to capital expenditures and $42 of cash contributions to the ELYSIS partnership, partially offset by cash received of $150 for the sale of interest in the Saudi Arabia joint venture and $11 for the sale of a non-core investment.

In the nine-month period of 2024, the use of cash was primarily attributable to $411 related to capital expenditures and $30 of cash contributions to the ELYSIS partnership.

Recently Adopted and Recently Issued Accounting Guidance

See Note B to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

Dissemination of Company Information

Alcoa Corporation intends to make future announcements regarding company developments and financial performance through its website, https://www.alcoa.com, as well as through press releases, filings with the Securities and Exchange Commission, conference calls, media broadcasts, and webcasts. The Company does not incorporate the information contained on, or accessible through, its corporate website into this quarterly report.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

See Part II Item 7A Quantitative and Qualitative Disclosures About Market Risk of Alcoa Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024. Our exposure to market risk has not changed materially since December 31, 2024. Refer to Part I Item 1 of this Form 10-Q in Note M to the Consolidated Financial Statements under caption Derivatives for additional information.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

Alcoa Corporation’s Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the U.S. Securities Exchange Act of 1934, as amended, as of the end of the period covered by this report, and they have concluded that these controls and procedures were effective as of September 30, 2025.

(b) Changes in Internal Control over Financial Reporting

There have been no changes in internal control over financial reporting during the third quarter of 2025, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

(dollars in millions)

In the ordinary course of its business, Alcoa is involved in a number of lawsuits and claims, both actual and potential. Various lawsuits, claims, and proceedings have been or may be instituted or asserted against Alcoa Corporation, including those pertaining to environmental, safety and health, commercial, tax, product liability, intellectual property infringement, governance, employment, employee and retiree benefit matters, and other actions and claims arising out of the normal course of business. While the amounts claimed in these other matters may be substantial, the ultimate liability is not readily determinable because of the considerable uncertainties that exist. Accordingly, it is possible that the Company’s liquidity or results of operations in a particular period could be materially affected by one or more of these other matters. However, based on facts currently available, management believes that the disposition of these other matters that are pending or asserted will not have a material adverse effect, individually or in the aggregate, on the financial position of the Company.

SEC regulations require disclosure of certain environmental matters when a governmental authority is a party to the proceedings and such proceedings involve potential monetary sanctions that Alcoa Corporation reasonably believes will exceed a specified threshold. Pursuant to these regulations, the Company uses a threshold of $1 for purposes of determining whether disclosure of any such proceedings is required.

A discussion of our material pending lawsuits and claims can be found in Part I Item 3 Legal Proceedings of Alcoa Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. See Part I Item 1 of this Form 10-Q in Note P to the Consolidated Financial Statements for additional information regarding legal proceedings.

Item 1A. Risk Factors.

We face a number of risks that could materially and adversely affect our business, results of operations, cash flow, liquidity, or financial condition. A full discussion of our risk factors can be found in Part I Item 1A. Risk Factors of Alcoa Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

(dollars in millions, except share and per-share amounts)

Issuer Purchases of Equity Securities

The table below sets forth information regarding the repurchase of shares of our common stock during the periods indicated.

Period		Total Number of Shares Purchased				Weighted Average Price Paid Per Share				Total Number of Shares Purchased as Part of Publicly Announced Program				Approximate Dollar Value of Shares that May Yet be Purchased Under the Program(1)
July 1 to July 31			—				—				—			$	500
August 1 to August 31			—				—				—				500
September 1 to September 30			—				—				—				500
Total			—				—				—

(1)On July 20, 2022, Alcoa Corporation announced that its Board of Directors approved a common stock repurchase program under which the Company may purchase shares of its outstanding common stock up to an aggregate transactional value of $500, depending on the Company’s continuing analysis of market, financial, and other factors (the July 2022 authorization).

As of the date of this report, the Company is currently authorized to repurchase up to a total of $500, in the aggregate, of its outstanding shares of common stock under the July 2022 authorization. Repurchases under this program may be made using a variety of methods, which may include open market purchases, privately negotiated transactions, or pursuant to a Rule 10b5-1 plan. This program may be suspended or discontinued at any time and does not have a predetermined expiration date. Alcoa Corporation intends to retire repurchased shares of common stock.

Item 5. Other Information.

Trading Arrangements

None of the Company’s directors or “officers,” as defined in Rule 16a-1(f) of the Exchange Act, adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, during the Company’s fiscal quarter ended September 30, 2025.

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Item 6. Exhibits.

10.1	Amendment No. 2, dated as of August 4, 2025, which includes, as Exhibit A thereto, the Revolving Credit Agreement, dated as of September 16, 2016, as amended as of October 26, 2016, as amended and restated as of November 14, 2017, as amended and restated as of November 21, 2018, as amended as of August 16, 2019, as amended as of April 21, 2020, as amended as of June 24, 2020, as amended as of March 4, 2021, as amended and restated as of June 27, 2022, as amended as of January 17, 2024, and as amended as of August 4, 2025, among Alcoa Corporation, Alcoa Nederland Holding B.V., the lenders and issuers from time to time party thereto, and JPMorgan Chase Bank N.A., as administrative agent for the lenders and issuers (filed herewith)
31.1	Certification of Principal Executive Officer required by Rule 13a-14(a) or 15d-14(a) (filed herewith)
31.2	Certification of Principal Financial Officer required by Rule 13a-14(a) or 15d-14(a) (filed herewith)
32.1	Certification of Principal Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (furnished herewith)
32.2	Certification of Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (furnished herewith)
101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH	Inline XBRL Taxonomy Extension Schema with Embedded Linkbases Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Certain schedules, exhibits, and appendices have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish copies of any omitted schedule, exhibit, or appendix to the Commission upon request.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

						Alcoa Corporation
October 28, 2025						/s/ Molly S. Beerman
Date						Molly S. Beerman
						Executive Vice President and Chief Financial Officer
						(Principal Financial Officer)
October 28, 2025						/s/ Renee R. Henry
Date						Renee R. Henry
						Senior Vice President and Controller
						(Principal Accounting Officer)

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FAQ

How did Alcoa (AA) perform in Q3 2025?

Sales were $2.995 billion and net income attributable to Alcoa was $232 million ($0.88 diluted EPS).

What major items affected Alcoa’s Q3 2025 results?

A $786 million gain from the Saudi JV sale and a $267 million Ma’aden mark‑to‑market gain offset an $856 million Kwinana closure charge and a $39 million inventory write‑down.

What was Alcoa’s Segment Adjusted EBITDA in Q3 2025?

Total Segment Adjusted EBITDA was $374 million, including $307 million for Aluminum and $67 million for Alumina.

What are the expected cash outlays for the Kwinana closure?

Alcoa expects approximately $600 million over six years, with about $75 million in Q4 2025.

What was Alcoa’s liquidity at quarter-end?

Cash and cash equivalents were $1.485 billion at September 30, 2025.

How many Alcoa shares were outstanding?

Common shares outstanding were 258,964,032 as of October 23, 2025.

What was cash from operations for the nine months ended September 30, 2025?

Cash provided from operations was $648 million.