ATI INC false 0001018963 0001018963 2026-06-03 2026-06-03
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 3, 2026
ATI Inc.
(Exact name of registrant as specified in its charter)
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| Delaware |
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1-12001 |
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25-1792394 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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| 2021 McKinney Avenue, Dallas, Texas |
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75201 |
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(Zip Code) |
Registrant’s telephone number, including area code (800) 289-7454
N/A
(Former name or former address, if changed since last report).
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Common Stock, par value $0.10 per share |
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ATI |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
On June 3, 2026, ATI Inc. (the “Company”) issued a press release announcing its intention to offer a series of seven-year senior notes in an underwritten public offering. The Company’s press release announcing this intention is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
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Financial Statements and Exhibits |
(d) Exhibits
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| Exhibit 99.1 |
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Press Release dated June 3, 2026. |
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| Exhibit 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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 hereunto duly authorized.
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| ATI Inc. |
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| By: |
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/s/ Vaishali S. Bhatia |
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Vaishali S. Bhatia |
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Senior Vice President, General Counsel and |
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Chief Compliance Officer |
Dated: June 3, 2026
Exhibit 99.1
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NEWS RELEASE |
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| ATI Inc. |
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Investor Contact: |
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Media Contact: |
| Corporate Headquarters |
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David Weston |
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Natalie Gillespie |
| 2021 McKinney Avenue, Suite 1100 |
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412.394.2908 |
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412.389.3124 |
| Dallas, TX 75201 U.S.A. |
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david.weston@ATImaterials.com |
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natalie.gillespie@ATImaterials.com |
| www.ATImaterials.com |
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ATI Announces Proposed Senior Notes Offering
DALLAS, TX — (PR Newswire)—June 3, 2026 — ATI Inc. (NYSE: ATI) announced today its intention to offer, subject to market
and other conditions, a series of seven-year senior notes (the “Notes”).
ATI intends to use the net proceeds of the offering of the Notes to
redeem all of its outstanding 5.875% Senior Notes due 2027 (the “2027 Notes”). Any net proceeds that are not used to fund this redemption will be used for general corporate purposes. This news release is not a notice of redemption with
respect to the 2027 Notes.
Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are acting as the joint book-running managers and co-global
coordinators for the offering.
The offering of the Notes is being made pursuant to an effective shelf registration statement. The offering will be made
only by means of a prospectus supplement and the accompanying prospectus. Copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained from Goldman Sachs & Co. LLC, Attention: Registration Department, 200
West Street, New York, NY 10282, telephone: (866) 471-2526, or by emailing registration-syndops@ny.email.gs.com or from the Securities and Exchange Commission’s website at
www.sec.gov.
This news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Notes in
any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
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This news release contains “forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Certain statements in this news release relate to future events and expectations and, as such, constitute forward-looking statements. Forward-looking statements, which may contain such words as
“anticipates,” “believes,” “estimates,” “expects,” “would,” “should,” “will,” “will likely result,” “forecast,” “outlook,”
“projects,” and similar expressions, are based on management’s current expectations and include known and unknown risks, uncertainties and other factors, many of which we are unable to predict or control. Our performance or
achievements may differ materially from those expressed or implied in any forward-looking statements due to the following factors, among others: (a) material adverse changes in economic or industry conditions generally, including global supply
and demand conditions and prices for our specialty materials; (b) material adverse changes in the markets we serve; (c) our inability to achieve the level of cost savings, productivity improvements, synergies, growth or other benefits
anticipated by management from strategic investments and the integration of acquired businesses; (d) volatility in the price and availability of the raw materials that are critical to the manufacture of our products; (e) declines in the
value of our defined benefit pension plan assets or unfavorable changes in laws or regulations that govern pension plan funding; (f) labor disputes or work stoppages; (g) equipment outages; (h) business and economic disruptions
associated with extraordinary events beyond our control, such as war, terrorism, international conflicts, public health issues, such as epidemics or pandemics, natural disasters and climate-related events that may arise in the future; and
(i) other risk factors summarized in our Annual Report on Form 10-K for the year ended December 28, 2025, and in other reports filed with the Securities and Exchange Commission. We assume no duty to
update our forward-looking statements.
ATI: Proven to Perform
ATI (NYSE: ATI) is a global producer of high performance materials and solutions for the global aerospace & defense markets, and critical applications
in electronics, medical and specialty energy. We’re solving the world’s most difficult challenges through materials science. We partner with our customers to deliver extraordinary materials that enable their greatest achievements: their
products fly higher and faster, burn hotter, dive deeper, stand stronger and last longer. Our proprietary process technologies, unique customer partnerships and commitment to innovation deliver materials and solutions for today and the evermore
challenging environments of tomorrow. We are proven to perform anywhere.