Howmet Aerospace Inc. (HWM) 2022年年度报告「NYSE」.pdf (2025)

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1、2022 ANNUAL REPORT?We are a company of innovators and makers.We are transforming the future with high-performance engineered solutions that are paired with advanced manufacturing expertise.Howmet Aerospace:Who We AreOUR VISIONWHAT WE DO?HOW WE OPERATE?One Team?One Direction?One Plan?Value?Drive?Win?

2、Copyright 2023 Howmet Aerospace.All rights reserved.OUR MISSIONEngineProducts?FasteningSystems?EngineeredStructures?ForgedWheels?HOWMET AEROSPACE|2022 ANNUAL REPORT|01Howmet Aerospace is a leading global provider of advanced engineered solutions for the aerospace and transportation industries.Headqu

3、artered in Pittsburgh,Pennsylvania,the Companys primary businesses focus on jet engine components,aerospace fastening systems and airframe structural components necessary for mission-critical performance and efficiency in aerospace and defense applications,as well as forged aluminum wheels for comme

4、rcial transportation.With nearly 1,150 granted and pending patents,the Companys differentiated technologies enable lighter,more fuel-efficient aircraft and commercial trucks to operate with a lower carbon footprint.For more information:FOLLOW HOWMETAEROSPACELINKED IN|TWITTER|FACEBOOK|INSTAGRAM|YOUTU

5、BE$5.7 Billion2022 TOTAL REVENUEREVENUE BY MARKETGLOBAL PROFILE21,400EMPLOYEES20COUNTRIES58LOCATIONS*2022 OVERVIEW*Not including locations that serve as sales and administrative o?ces,distribution centers or warehouses.COMMERCIALAEROSPACE46%DEFENSEAEROSPACE16%COMMERCIALTRANSPORTATION23%INDUSTRIALAND

6、 OTHER15%022023 Howmet Aerospace Shareholder Letter March 30,2023 Dear Shareholder,2022 was another strong year for Howmet Aerospace.We delivered revenue growth of 14%and Adjusted Earnings Per Share*growth of 39%,while navigating an extremely choppy backcloth of lower-than-expected build rates for b

7、oth airframes and engines.Additionally,?serving our Aerospace,Commercial Transportation,?through agreements in long term contracts.Our company success continues,resulting from disciplined commercial and operational performance,?which allow our customers to manufacture lighter,?lower carbon footprint

8、s.These technologies enable us to produce the most advanced products designed by our customers today,and strategically positions Howmet Aerospace for the next generation of Aerospace and Commercial Transportation products.We believe Howmet Aerospace product and manufacturing technology is a competit

9、ive advantage.In 2022 we generated a record$540 million of?healthy$792 million of cash after repurchasing$400 million in common stock,reducing debt by$69 million and paying dividends of$44 million.Dividends were doubled in the fourth quarter of 2022.Total debt less cash at year-end was a record low

10、since the?$1 billion revolver is undrawn.Howmet Aerospaces balance sheet and liquidity has never been stronger.During 2022 we added 1,500 employees to meet the growing demand of our customers.Our key employee safety rates improved further over our?better than the most recent U.S.industry averages.Co

11、mpared to 2021,our days away,restricted and transfer(DART)rate improved 32%,and our total recordable incident rate(TRIR)improved 7%.We?gas(GHG)emission goal by implementing more than 40 projects that avoided a combined 18,800 metric tons of GHG emissions annually,achieving a 20%reduction in total GH

12、G emissions as measured from our 2019 baseline,approaching our goal of a 21.5%reduction by 2024.Looking ahead to 2023 and beyond,air travel trends continue to look favorable with airlines expecting JOHN C.PLANTExecuti ve Chai rman and Chi ef Executi ve OfficerHowmet Aerospace I nc.HOWMET AEROSPACE|2

13、022 ANNUAL REPORT|03steady growth domestically and internationally.With strong Howmet Aerospace content on just about?ourselves well positioned to grow together with our commercial aerospace customers.In the defense market,funding for the F-35 is steady,with build rates expected to remain at high le

14、vels as global demand for the F-35 Fighter is expected to be strong through the remainder of the decade.We are also seeing increasing demand for Industrial Fasteners with applications in transportation and alternative energy markets,while our Industrial Gas Turbines order book and backlog remain str

15、ong.In summary,2022 was another strong year for Howmet Aerospace despite the uneven pace of recovery in commercial aerospace and the?delivered both top-and bottom-line growth and strengthened our balance sheet.We generated$540 million of Adjusted Free Cash Flow*after allocating over$500 million in c

16、apital to share repurchases,debt repurchases and dividend payments.Importantly,we have invested in our plants and workforce to ensure we remain in a strong position to respond to the continued demand were seeing in the markets we serve.Importantly,we have invested in our plants and workforce to ensu

17、re we remain in a strong position to respond to the continued demand were seeing in the markets we serve.*See Calculation of Financial Measures at the end of this report for reconciliations of non-G?res to the most directly?04FINANCIAL AND OPERATING HIGHLIGHTS (in millions,except per share amounts)*

18、See Calculation of Financial Measures at the end of this report for reconciliations of non-G?res to the most dir?2022 Financial Highlights2022 REVENUE BY SEGMENT2022 REVENUE BY MATERIAL TYPESales Net incomeNet income excluding special items*Adjusted EBITDA excluding special items*Cash provided from

19、operations?Cash(used for)provided from investing activities?Total assets Common stock outstanding(on December 31)Per common share dataDiluted earnings per share(continuing operations)Diluted earnings per share excluding special items*Dividends paid per share$2022 4,9722584421,135449(1,444)10751710,2

20、00422?5,6634695931,276733(526)(135)54010,255412?$2021QUARTERLY FINANCIAL AND OPERATING HIGHLIGHTS(JANUARY 1,2022 TO DECEMBER 31,2022)(dollars in millions)SalesIncome before income taxesNet incomeAdjusted EBITDA margin excluding special items*Cash provided from operations?Cash used for investing acti

21、vities?1,324171131?55(194)(61)(7)$3/31/2022 1,393183147?158(137)(4)114$6/30/2022 1,43310480?65(106)(41)23$9/30/2022 1,513148111?455(89)(29)410$12/31/2022QUARTER ENDED?2022 SALES BY REGION?ENGINEPRODUCTSSUPERALLOYSAMERICASTITANIUMALUMINUMOTHEREUROPEASIA/PACIFICOTHERFORGEDWHEELSENGINEEREDSTRUCTURESFAS

22、TENINGSYSTEMS?UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OFTHE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31,2022 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT

23、OF 1934Commission File Number 1-3610 HOWMET AEROSPACE INC.(Exact name of registrant as specified in its charter)Delaware25-0317820(State of incorporation)(I.R.S.Employer Identification No.)201 Isabella Street,Suite 200,Pittsburgh,Pennsylvania 15212-5872(Address of principal executive offices)(Zip co

24、de)Investor Relations-(412)553-1950Office of the Secretary-(412)553-1940(Registrants telephone numbers,including area code)Securities registered pursuant to Section 12(b)of the Act:Title of each class Trading SymbolName of each exchange on which registered Common Stock,par value$1.00 per shareHWMNew

25、 York Stock Exchange$3.75 Cumulative Preferred Stock,par value$100.00 per shareHWM PRNYSE AmericanSecurities registered pursuant to Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No .Indicate by ch

26、eck mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Exchange Act.Yes No.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

27、 months,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

28、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,or a smaller reporting company.See the definitions of“large accelerated filer,”“

29、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 el

30、ected 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 has filed a report on and attestation to its managements assessment of the effectiv

31、eness of its internal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exch

32、ange Act).Yes No.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.Indicate by check mark whether any of those

33、error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants executive officers during the relevant recovery period pursuant to 240.10D-1(b).Yes No The aggregate market value of the outstanding common stock,other than shares

34、held by persons who may be deemed affiliates of the registrant,as of the last business day of the registrants most recently completed second fiscal quarter was approximately$13 billion.As of February 10,2023,there were 412,282,856 shares of common stock,par value$1.00 per share,of the registrant out

35、standing.Documents incorporated by reference.Part III of this Form 10-K incorporates by reference certain information from the registrants definitive Proxy Statement for its 2023 Annual Meeting of Shareholders to be filed pursuant to Regulation 14A(Proxy Statement).Explanatory NoteOn April 1,2020,Ar

36、conic Ipleted the separation of its business into two independent,publicly-traded companies:Howmet Aerospace Inc.(the new name for Arconic Inc.)and Arconic Corporation.The financial results of Arconic Corporation for all periods prior to April 1,2020 have been retrospectively reflected in the Statem

37、ent of Consolidated Operations as discontinued operations and,as such,have been excluded from continuing operations and segment results for all periods prior to April 1,2020.The cash flows,comprehensive income,and equity related to Arconic Corporation have not been segregated and are included in the

38、 Statement of Consolidated Cash Flows,Statement of Consolidated Comprehensive Income,and Statement of Changes in Consolidated Equity,respectively,for all periods prior to April 1,2020.TABLE OF CONTENTS PagePart IItem 1.Business1Item 1A.Risk Factors9Item 1B.Unresolved Staff Comments15Item 2.Propertie

39、s16Item 3.Legal Proceedings16Item 4.Mine Safety Disclosures16Part IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities16Item 6.Selected Financial Data Financial Data18Item 7.Managements Discussion and Analysis of Financial Condition and

40、Results of Operations19Item 7A.Quantitative and Qualitative Disclosures About Market Risk34Item 8.Financial Statements and Supplementary Data35Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure82Item 9A.Controls and Procedures82Item 9B.Other Information82Item

41、 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspection82Part IIIItem 10.Directors,Executive Officers and Corporate Governance82Item 11.Executive Compensation82Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters83Item 13.Certain Relat

42、ionships and Related Transactions,and Director Independence83Item 14.Principal Accounting Fees and Services83Part IVItem 15.Exhibits,Financial Statement Schedules84Item 16.Form 10-K Summary90Signatures91Note on Incorporation by ReferenceIn this Form 10-K,selected items of information and data are in

43、corporated by reference to portions of Howmet Aerospace Inc.s definitive proxy statement for its 2023 Annual Meeting of Shareholders(the“Proxy Statement”),which we expect to file with the Securities and Exchange Commission within 120 days after Howmet Aerospace Inc.s fiscal year ended December 31,20

44、22.Unless otherwise provided herein,any reference in this report to disclosures in the Proxy Statement shall constitute incorporation by reference of only that specific disclosure into this Form 10-K.Forward-Looking StatementsThis report contains(and oral communications made by Howmet Aerospace Inc.

45、(“Howmet”)may contain)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“anticipates,”“believes,”“could

46、,”“estimates,”“expects,”“forecasts,”“goal,”“guidance,”“intends,”“may,”“outlook,”“plans,”“projects,”“seeks,”“sees,”“should,”“targets,”“will,”“would,”or other words of similar meaning.All statements that reflect Howmets expectations,assumptions or projections about the future,other than statements of

47、historical fact,are forward-looking statements,including,without limitation,statements,forecasts and outlook relating to the condition of end markets;future financial results,operating performance,or estimated or expected future capital expenditures;future strategic actions;Howmets strategies,outloo

48、k,and business and financial prospects;and any future dividends and repurchases of its debt or equity securities.These statements reflect beliefs and assumptions that are based on Howmets perception of historical trends,current conditions and expected future developments,as well as other factors How

49、met believes are appropriate in the circumstances.Although Howmet 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 materia

50、lly from those indicated by these forward-looking statements due to a variety of risks,uncertainties,and changes in circumstances that are difficult to predict.For a discussion of some of the specific factors that may cause Howmets actual results to differ materially from those projected in any forw

51、ard-looking statements,see the following sections of this report:Part I,Item 1A(Risk Factors),Part II,Item 7(Managements Discussion and Analysis of Financial Condition and Results of Operations),including the disclosures under Segment Information and Critical Accounting Policies and Estimates,and No

52、te V to the Consolidated Financial Statements in Part II,Item 8.Market projections are subject to the risks discussed in this report and other risks in the market.Howmet disclaims any intention or obligation to update publicly any forward-looking statements,whether in response to new information,fut

53、ure events or otherwise,except as required by applicable law.PART IItem 1.Business.GeneralHowmet Aerospace Inc.(formerly known as Arconic Inc.)is a Delaware corporation with its principal office in Pittsburgh,Pennsylvania and the successor to Arconic Inc.,a Pennsylvania corporation formed in 1888 an

54、d formerly known as Alcoa Inc.In this report,unless the context otherwise requires,“Howmet”,the“Company”,“we”,“us”and“our”refer to Howmet Aerospace Inc.,a Delaware corporation,and its consolidated subsidiaries.The Companys Internet address is http:/.Howmet makes available free of charge on or throug

55、h its website its annual report on Form 10-K,quarterly reports on Form 10-Q,current reports on Form 8-K,and amendments to those reports filed or furnished pursuant to Section 13(a)or 15(d)of the Securities Exchange Act of 1934,as well as proxy statements,as soon as reasonably practicable after the C

56、ompany electronically files such material with,or furnishes it to,the Securities and Exchange Commission(“SEC”).The Companys website is included in this annual report on Form 10-K as an inactive textual reference only.The information on,or accessible through,the Companys website is not a part of,or

57、incorporated by reference in,this annual report on Form 10-K.The SEC maintains an Internet site that contains these reports at http:/www.sec.gov.BackgroundAs described below,Howmet Aerospace Inc.was previously named Arconic Inc.and,prior to that,Alcoa Inc.The Arconic Inc.Separation Transaction.On Ap

58、ril 1,2020,Arconic Inc.separated its businesses(the“Arconic Inc.Separation Transaction”)into two independent,publicly traded companies:Howmet Aerospace Inc.(the new name for Arconic Inc.)and Arconic Corporation.Following this separation,Howmet retained the Engine Products,Fastening Systems,Engineere

59、d Structures,and Forged Wheels businesses;and its prior Rolled Products,Aluminum Extrusions,and Building and Construction Systems businesses were spun-off to Arconic Corporation.In connection with the Arconic Inc.Separation Transaction,Howmet and Arconic Corporation entered into several agreements t

60、hat govern the relationship of the parties following the separation.The 2017 Reincorporation in Delaware.On December 31,2017,Arconic Inc.,then a Pennsylvania corporation,changed its jurisdiction of incorporation from Pennsylvania to Delaware.The Alcoa Inc.Separation Transaction.On November 1,2016,Al

61、coa Ipleted the separation of its business(the“Alcoa Inc.Separation Transaction”)into two independent,publicly traded companies:Arconic Inc.(the new name for Alcoa Inc.,which,through the transactions described above,later became Howmet Aerospace Inc.)and Alcoa Corporation.Following this separation,t

62、he Company retained the Engineered Products and Solutions,Global Rolled Products,and Transportation and Construction Solutions businesses;and its previous Alumina and Primary Metals businesses,rolling mill operations in Warrick,Indiana and 25.1%interest in the Maaden Rolling Company were spun-off to

63、 Alcoa Corporation.In connection with the Alcoa Inc.Separation Transaction,the two companies entered into several agreements that govern their post-separation relationship.OverviewHowmet is a leading global provider of advanced engineered solutions for the aerospace and transportation industries.The

64、 Companys primary businesses focus on jet engine components,aerospace fastening systems,and airframe structural components necessary for mission-critical performance and efficiency in aerospace and defense applications,as well as forged aluminum wheels for commercial transportation.Howmets technolog

65、ical capabilities support the innovation and growth of next-generation aerospace programs.Its differentiated technologies enable lighter,more fuel-efficient aircraft and commercial trucks to operate with a lower carbon footprint and support more sustainable air and ground transportation.Howmet is a

66、global company operating in 20 countries.Based upon the country where the point of shipment occurred,North America and Europe generated 71%and 22%,respectively,of Howmets sales in 2022.In addition,Howmet has operating activities in numerous countries and regions outside of North America and Europe,i

67、ncluding China and Japan.1Description of the BusinessThe Company produces products that are used primarily in the aerospace(commercial and defense),commercial transportation,and industrial and other markets.Howmet seeks to provide its customers with innovative solutions through offering differentiat

68、ed products such as airfoils with advanced cooling and coatings for extreme temperature applications;specially-designed fasteners for lightweight composite airframe construction,reduced assembly costs,and lightning strike protection;and lightweight aluminum commercial wheels.Its products and solutio

69、ns include investment castings for jet engines and industrial gas turbines(nickel superalloys,titanium,and aluminum),including airfoils and structural parts;seamless rolled rings for jet engines(mostly nickel superalloys);fastening systems for aerospace,industrial and commercial transportation appli

70、cations(titanium,steel,and nickel superalloys);forged jet engine components(e.g.,jet engine disks);machined and forged aircraft parts(titanium and aluminum);and forged aluminum commercial vehicle wheels,all of which are sold directly to customers and/or through distributors.Aerospace(Commercial and

71、Defense)Market.Howmets largest market is aerospace,which represented approximately 62%of the Companys revenue in 2022.The Company produces a range of high performance multi-materials,highly engineered products,and vertically integrated machined solutions for aero engines and airframe structures,rang

72、ing from investment castings,advanced coatings,seamless rings,forgings,titanium extrusions,and titanium mill products,to fasteners that hold aircraft together.Wingtip to wingtip,nose to tail,Howmet can produce more than 90%of all structural and rotating aero engine components.Modernization of the co

73、mmercial and defense platforms is driven by an array of challenging performance requirements.With its precision engineering,materials science expertise and advanced manufacturing processes,Howmet aims to help its customers achieve greater fuel economies,reduced emissions,passenger comfort,and mainte

74、nance efficiencies.Commercial Transportation Market.The commercial transportation market represented approximately 23%of the Companys revenue in 2022.The Company invented the forged aluminum truck wheel in 1948,and continues to advance technology to deliver breakthrough solutions that make trucks an

75、d buses lighter,more fuel efficient and sharper-looking.Howmets forged aluminum wheels are a leading choice for commercial trucks and mass transportation vehicles because they can reduce weight and save fuel.The strength of the Companys rivets,bolts and fasteners offers another light-weighting solut

76、ion that delivers performance.Industrial and Other Markets.Industrial and other markets include industrial gas turbines,oil and gas,and other industrials,which represented approximately 15%of the Companys revenue in 2022.Howmet has four reportable segments,which are organized by product on a worldwi

77、de basis:Engine Products,Fastening Systems,Engineered Structures and Forged Wheels.Engine ProductsEngine Products utilizes advanced designs and techniques to support next-generation engine programs and produces components primarily for aircraft engines and industrial gas turbines,including airfoils

78、and seamless rolled rings.Engine Products produces rotating parts as well as structural parts.Engine Products principally serves the commercial and defense aerospace markets as well as the industrial gas turbine market.Fastening SystemsFastening Systems produces aerospace and industrial fasteners,la

79、tches,bearings,fluid fittings and installation tools.In addition to highly engineered aerospace fasteners with a broad range of fastening systems,the segment also supplies the commercial transportation,renewable,and material handling industries.The businesss high-tech,multi-material fastening system

80、s are found nose to tail on commercial and military aircraft,as well as on jet engines,industrial gas turbines,automobiles,commercial transportation vehicles,wind turbines,solar power systems,and construction and industrial equipment.Engineered StructuresEngineered Structures produces titanium ingot

81、s and mill products for aerospace and defense applications and is vertically integrated to produce titanium forgings,extrusions,forming and machining services for airframe,wing,aero-engine,and landing gear components.Engineered Structures also produces aluminum forgings,nickel forgings,and aluminum

82、machined components and assemblies for aerospace and defense applications.The principal markets served by Engineered Structures are commercial aerospace,defense aerospace,and land and sea defense.Forged WheelsForged Wheels manufactures forged aluminum wheels for trucks,buses,and trailers and related

83、 products for the global commercial transportation market.The Companys portfolio of wheels is sold under the product brand name Alcoa Wheels,which are five times stronger and 47%lighter than steel wheels.The Ultra ONE Wheel with MagnaForce alloy is the lightest portfolio of wheels on the market.The

84、Companys proprietary Dura-Bright surface treatment is unmatched in appearance and corrosion protection.2For additional discussion of each segments business,see“Results of OperationsSegment Information”in Part II,Item 7(Managements Discussion and Analysis of Financial Condition and Results of Operati

85、ons)and Note D to the Consolidated Financial Statements in Part II,Item 8.Sales by Market and Significant Customer RevenueSales by market for the years ended December 31,2022,2021,and 2020,were:For the Year EndedDecember 31,202220212020Aerospace-Commercial 46%41%50%Aerospace-Defense 16%19%19%Commerc

86、ial Transportation 23%23%16%Industrial and Other 15%17%15%In 2022,General Electric Company and Raytheon Technologies Corporation represented approximately 12%and 9%,respectively,of the Companys third-party sales.The loss of any such significant customer could have a material adverse effect on such b

87、usinesses.See Part I,Item 1A(Risk Factors).3The Companys Principal Facilities(1)Country Facility Location SegmentProductsAustralia Oakleigh Fastening SystemsFastenersCanada Georgetown,Ontario(2)Engine ProductsAerospace Castings Laval,Qubec Engine Products;Engineered StructuresAerospace Castings and

88、MachiningChina Suzhou(2)Engine Products;Fastening Systems;Forged WheelsFasteners,Rings and Wheels Machining France Dives-sur-Mer Engine ProductsAerospace and Industrial Gas Turbine Castings Evron Engine ProductsAerospace and Specialty Castings Gennevilliers Engine ProductsAerospace and Industrial Ga

89、s Turbine Castings St.Cosme-en-Vairais(2)Fastening SystemsFasteners Toulouse Fastening SystemsFasteners Us-par-Vigny Fastening SystemsFastenersGermany Bestwig Engine ProductsAerospace Castings Erwitte Engine ProductsMachining of Aerospace Castings Hildesheim-Bavenstedt(2)Fastening SystemsFasteners K

90、elkheim(2)Fastening SystemsFastenersHungary Nemesvmos Fastening SystemsFasteners Szkesfehrvr Engine Products;Forged WheelsAerospace and Industrial Gas Turbine Castings and ForgingsJapan Jetsu City(2)Forged WheelsWheels Machining NomiEngine ProductsAerospace and Industrial Gas Turbine CastingsMexico

91、Ciudad Acua(2)Engine Products;Fastening SystemsAerospace Castings/Rings and FastenersMonterreyForged WheelsForgingsMorocco Casablanca(2)Fastening SystemsFastenersUnited Kingdom Ecclesfield Engine ProductsMetal,Billets Exeter(2)Engine ProductsAerospace and Industrial Gas Turbine Castings and Alloy Gl

92、ossop Engine ProductsMetal,Billets Ickles Engine ProductsMetal,Billets Leicester(2)Fastening SystemsFasteners Low Moor Engineered StructuresExtrusions Redditch(2)Fastening SystemsFasteners Telford Fastening SystemsFasteners Welwyn Garden City Engineered StructuresAerospace Formed Parts4Country Facil

93、ity Location SegmentProductsUnited States Tucson,AZ(2)Fastening SystemsFasteners Carson,CA(2)Fastening SystemsFasteners City of Industry,CA(2)Fastening SystemsFasteners Fontana,CA Engine ProductsRings Fullerton,CA(2)Fastening SystemsFasteners Rancho Cucamonga,CA Engine ProductsRings Torrance,CA Fast

94、ening SystemsFasteners Branford,CT Engine ProductsAerospace Coatings Winsted,CT Engine ProductsAerospace Machining Savannah,GA Engineered StructuresForgings,Disks La Porte,IN Engine ProductsAerospace and Industrial Gas Turbine Castings Whitehall,MI Engine ProductsAerospace and Industrial Gas Turbine

95、 Castings and Coatings,Titanium Alloy and Specialty Products Washington,MO Engineered StructuresAerospace Formed Parts,Titanium Mill Products Big Lake,MN Engineered StructuresAerospace Machining New Brighton,MN Engineered StructuresAerospace Machining Dover,NJ Engine ProductsAerospace and Industrial

96、 Gas Turbine Castings and Alloy Kingston,NY(2)Fastening SystemsFasteners Rochester,NY Engine ProductsRingsBarberton,OHForged WheelsWheels Machining Canton,OH(2)Engineered StructuresTitanium Mill Products Cleveland,OH Engine Products;Engineered Structures;Forged WheelsForgings,Investment Casting Equi

97、pment,and Aerospace Components Niles,OH Engineered StructuresTitanium Mill Products Morristown,TN(2)Engine ProductsAerospace and Industrial Gas Turbine Ceramic Products Houston,TX(2)Engineered StructuresExtrusions Waco,TX(2)Fastening SystemsFasteners Wichita Falls,TX Engine ProductsAerospace and Ind

98、ustrial Gas Turbine Castings Hampton,VA(2)Engine ProductsAerospace and Industrial Gas Turbine Castings Martinsville,VA Engineered StructuresTitanium Mill Products(1)Principal facilities are listed by location,with certain locations having more than one facility.The list in the above table does not i

99、nclude 19 locations that serve as sales and administrative offices,distribution centers or warehouses.(2)Leased property or partially leased property.5Sources and Availability of Raw MaterialsImportant raw materials purchased in 2022 for each of the Companys reportable segments are listed below.Engi

100、ne ProductsFastening SystemsEngineered StructuresForged WheelsCeramicsAluminum AlloysEnergyEnergyCobaltEnergyNickel AlloysPrimary and Scrap AluminumEnergyNickel Alloys and Stainless Primary AluminumNickelSteelsTitanium ScrapPlatinumTitanium AlloysTitanium SpongeTitaniumVanadium AlloysGenerally,raw m

101、aterials are purchased from third-party suppliers under competitively priced supply contracts or bidding arrangements.The Company believes that the raw materials necessary to its business are and will continue to be available.Patents,Trade Secrets and TrademarksThe Company believes that its domestic

102、 and international patent,trade secret and trademark assets provide it with a significant competitive advantage.The Companys rights under its patents,as well as the products made and sold under them,are important to the Company as a whole and,to varying degrees,important to each business segment.The

103、 patents owned by Howmet generally concern particular products,manufacturing equipment or techniques.Howmets business as a whole is not,however,materially dependent on any single patent,trade secret or trademark.As a result of product development and technological advancement,the Company continues t

104、o pursue patent protection in jurisdictions throughout the world.As of the end of 2022,the Companys worldwide patent portfolio consists of approximately 938 granted patents and 205 pending patent applications.The Company also has a significant number of trade secrets,mostly regarding manufacturing p

105、rocesses and material compositions that give many of its businesses important advantages in their markets.The Company continues to strive to improve those processes and generate new material compositions that provide additional benefits.With respect to domestic and international registered trademark

106、s,the Company has many that have significant recognition within the markets that are served.Examples include the name Howmet metal castings,Huck fasteners,and Dura-Bright wheels with easy-clean surface treatments.A significant trademark filing campaign for the names“Howmet”and“Howmet Aerospace”along

107、 with its“H”logo was initiated in 2019,in support of the corporate launch of Howmet Aerospace Inc.As of the end of 2022,the Companys worldwide trademark portfolio consists of approximately 1,569 registered trademarks and 94 pending trademark applications.The Companys rights under its trademarks are

108、important to the Company as a whole and,to varying degrees,important to each business segment.Competitive ConditionsThe Companys segments-Engine Products,Fastening Systems,Engineered Structures,and Forged Wheels-are subject to substantial and intense competition in the markets they serve.Although Ho

109、wmet believes its advanced technology,manufacturing processes and experience provide advantages to Howmets customers,such as high quality and superior mechanical properties that meet the Companys customers most stringent requirements,many of the products Howmet makes can be produced by competitors u

110、sing similar types of manufacturing processes as well as alternative forms of manufacturing.Despite intense competition,Howmet continues as a market leader in most of its principal markets.We believe that factors such as Howmets technological expertise,state-of-the-art capabilities,capacity,quality,

111、engaged employees and long-standing customer relationships enable the Company to maintain its competitive position.Principal competitors include Berkshire Hathaway Inc.,through its 2016 acquisition of Precision Castparts Corporation and subsidiaries,for titanium and titanium-based alloys,precision f

112、orgings,seamless rolled rings,investment castings,including airfoils,and aerospace fasteners;VSMPO(Russia)for titanium and titanium-based alloys and precision forgings;Allegheny Technologies,Inc.s High-Performance Materials&Components segment for titanium and titanium-based alloys and precision forg

113、ings;Lisi Aerospace(France)for aerospace fasteners;and Aubert&Duval(part of Eramet Group in France)for precision forgings.Other competitors include Doncasters Group Ltd.(U.K.)and Consolidated Precision Products Corp.(owned by Warburg Pincus and Berkshire Partners)for investment castings;Weber Metals

114、(part of Otto Fuchs)for precision forgings;and Forgital and Frisa(Mexico)for seamless rings.Forged Wheels competes against aluminum and steel wheel suppliers in the commercial transportation industry under the product brand name Alcoa Wheels for the major regions that it serves(North America,Europe,

115、Japan,China,South America,and Australia).Its larger aluminum wheel competitors are Accuride Corporation,Speedline(member of the Ronal Group),Nippon Steel Corporation,Dicastal,Alux,and Wheels India Limited.In recent years,Forged Wheels has seen an increase in the number of aluminum wheel suppliers(bo

116、th forged and cast aluminum wheels)from China,Taiwan,India and South Korea attempting to penetrate the global commercial transportation market.6Several of Howmets largest customers have captive superalloy furnaces for producing airfoil investment castings for their own use.Many other companies aroun

117、d the world also produce superalloy investment castings,and some of these companies currently compete with Howmet in the aerospace and other markets,while others are capable of competing with the Company should they choose to do so.International competition in the investment castings,fasteners,rings

118、 and forgings markets may also increase in the future as a result of strategic alliances among engine original equipment manufacturers(“OEMs”),aero-structure prime contractors,and overseas companies,especially in developing markets,particularly where“offset”or“local content”requirements create purch

119、ase obligations with respect to products manufactured in or directed to a particular country.Government Regulations and Environmental MattersOur operations and activities are global and are subject to various federal,state,local,and foreign laws,rules and regulations,including those relating to the

120、environment.In 2022,compliance with these laws,rules and regulations did not have a material effect on our capital expenditures,results of operations or competitive position.Additionally,we do not currently anticipate material capital expenditures for environmental control facilities in 2023.For a d

121、iscussion of the risks associated with certain applicable laws and regulations,see“Risk Factors.”Information relating to environmental matters is included in Note V to the Consolidated Financial Statements in Part II,Item 8 under the caption“Environmental Matters.”Human CapitalTo attract,recruit,dev

122、elop and retain world-class talent,the Company has created a culture that embraces diversity,drives inclusion,and empowers and engages our employees.Our Code of Conduct describes how we lead with integrity and work with one another while supporting our stakeholders.The Company provides competitive w

123、ages,benefits and terms of employment.Attracting and recruiting candidates through workforce planning,increased hiring efficiency and effective onboarding has been a priority for the Company.The Companys new Applicant Tracking System supports the dissemination of our job vacancies to a wider range o

124、f diverse partners.As an example,our campus recruitment platform provides an ability to proactively reach a broad talent network as the system of record for more than 9.2 million students and 1,300 schools across the United States.To retain new talent,the Company offers an onboarding program to deve

125、lop a sense of belonging,teamwork and productivity that is uniform across the organization.The Company enables our employees to own their development and create rewarding careers that draw on their aptitudes and support their ambitions.Using a human capital management platform,employees can build a

126、professional profile to share their career aspirations and learn new skills.This platform allows us to align employee goals and growth with the Companys future business needs so that we can pinpoint potential successor candidates and build their readiness for their future roles.Our talent review and

127、 succession planning process is an ongoing priority and is sponsored and led by our CEO with oversight by the Board of Directors.We have started to use a data-driven approach to track how our employees are progressing through our organization.We seek to identify high performers and support their dev

128、elopment into potential future leaders,with a particular focus on providing equitable opportunities to individuals who are members of underrepresented groups.Our Employee Resource Groups continue to be fundamental to building our culture of inclusion.Focusing on Gender,LGBTQ+,African Heritage,Hispan

129、ic,Veteran,European and Next Generation,these networks provide colleagues with valuable support and advice,create development opportunities,and provide leadership with feedback that raises awareness of issues and challenges.The Company also provides diversity awareness training and resources.Our Boa

130、rd of Directors and Executive Leadership team review diversity,equity and inclusion activity on a regular basis,and have been actively involved in Meet the Leader sessions with our employees throughout the year.Howmets strong health and safety culture empowers our employees and contractors to take p

131、ersonal responsibility for their actions and the safety of their coworkers.This culture is supported by internal policies,standards,rules and procedures that clearly articulate our stringent requirements for working safely in all of our worldwide facilities.The Company embeds annual health and safet

132、y goals and objectives into its operating plans to progress against our ultimate goal of zero incidents.We prioritize our risk management processes toward the prevention of fatality and serious injury.EmployeesTotal worldwide employment at the end of 2022 was approximately 21,400 employees in 23 cou

133、ntries.Within the United States,there are eight collective bargaining agreements with varying expiration dates between Howmet and various labor unions.Of these eight,the largest workforce covered under a collective bargaining agreement is between Howmet and the United Autoworkers(“UAW”)at our Whiteh

134、all,Michigan location.This covers approximately 1,300 employees;the current agreement expires on March 31,2023.The Whitehall,Michigan location has been preparing for the expiration of this collective bargaining agreement over the course of several months and has started negotiations with the union p

135、rior to the 7agreements expiration date.In addition to the employees covered by the Whitehall UAW collective bargaining agreement,approximately 1,700 other employees in the United States are also represented by labor unions.On a regional basis,collective bargaining agreements with varying expiration

136、 dates cover employees in Europe,North America,South America,and Asia.The Company believes that it has positive relationships with its employees and any respective labor union representatives.Executive Officers of the RegistrantThe names,ages,positions and areas of responsibility of the executive of

137、ficers of the Company as of February 14,2023 are listed below.The Companys executive officers are annually elected or appointed to serve until the next annual meeting of the Board of Directors(held in conjunction with the annual meeting of shareholders),except in the case of earlier death,retirement

138、,resignation or removal.Michael N.Chanatry,62,Vice President and Chief Commercial Officer.Mr.Chanatry was initially elected Vice President and Chief Commercial Officer of Howmet effective May 16,2018.Prior to joining Howmet,from 2015 to April 2018,he was Vice President of Supply Chain for General El

139、ectrics Power Division.Mr.Chanatry served as General Manager of Supply Chain for General Electric Appliances from 2013 to 2015;and General Electric Aviation Systems from 2009 to 2013.Prior to his leadership roles at General Electric Power,General Electric Appliances and General Electric Aviation Sys

140、tems,Mr.Chanatry held numerous positions within the General Electric Aviation&Aerospace divisions,as well as at Lockheed Martin from 1983 to 2009.Ken Giacobbe,57,Executive Vice President and Chief Financial Officer.Mr.Giacobbe was initially elected Executive Vice President and Chief Financial Office

141、r of Howmet effective November 1,2016.Mr.Giacobbe joined Howmet in 2004 as Vice President of Finance for Global Extruded Products,part of Alcoa Forgings and Extrusions.He then served as Vice President of Finance for the Companys Building and Construction Systems business from 2008 until 2011.In 2011

142、,he assumed the role of Group Controller for the Engineered Products and Solutions segment.From January 2013 until October 2016,Mr.Giacobbe served as Chief Financial Officer of the Engineered Products and Solutions segment.Before joining Howmet,Mr.Giacobbe held senior finance roles at Avaya and Luce

143、nt Technologies.Lola F.Lin,48,Executive Vice President,Chief Legal and Compliance Officer and Secretary.Ms.Lin was initially elected Executive Vice President,Chief Legal Officer and Secretary of Howmet effective June 28,2021.Prior to joining Howmet,she served as Senior Vice President and General Cou

144、nsel of Airgas,Inc.from 2016 to May 2021.Prior to her time at Airgas,Ms.Lin held various legal roles at Air Liquide USA LLC from 2007 to 2016,including as Vice President and Deputy General Counsel.Prior to her roles at Airgas Inc.and Air Liquide,Ms.Lin held roles at Dell Inc.,Sutherland Asbill&Brenn

145、an LLP and Locke Liddell&Sapp LLP.Neil E.Marchuk,65,Executive Vice President,Chief Human Resources Officer and Interim President,Fastening Systems.Mr.Marchuk was initially elected Executive Vice President and Chief Human Resources Officer of Howmet effective March 1,2019.Prior to joining Howmet,from

146、 January 2016 to February 2019,he was Executive Vice President and Chief Human Resources Officer at Adient,an automotive manufacturer.From July 2006 to May 2015,Mr.Marchuk was Executive Vice President of Human Resource at TRW Automotive,and served as TRWs Vice President,Human Resources from Septembe

147、r 2004 to July 2006.Prior to joining TRW,from December 2001 to August 2004,Mr.Marchuk was Director,Corporate Human Resources for E.I.Du Pont De Nemours and Company(“E.I.Du Pont”).From September 1999 to November 2001,Mr.Marchuk was Director,Global HR Delivery for E.I.Du Pont.From February 1999 to Aug

148、ust 1999,Mr.Marchuk served E.I.Du Pont as its Global HR Director,Global Services Division.John C.Plant,69,Executive Chairman and Chief Executive Officer.Mr.Plant was appointed Howmets Chief Executive Officer effective October 14,2021,and was Co-Chief Executive Officer from April 2020 to October 2021

149、.From February 2019 to April 2020,he was the Chief Executive Officer of Arconic Inc.,as the Company was then known prior to its separation.He has served as chairman of Howmets Board of Directors since October 2017 and as a member of the Board since February 2016.Mr.Plant previously served as Chairma

150、n of the Board,President and Chief Executive Officer of TRW Automotive from 2011 to 2015,and as its President and Chief Executive Officer from 2003 to 2011.TRW Automotive was acquired by ZF Friedrichshafen AG in May 2015.Mr.Plant was a co-member of the Chief Executive Office of TRW Inc.from 2001 to

151、2003 and an Executive Vice President of TRW from 1999(when the company acquired Lucas Varity)to 2003.Prior to TRW,Mr.Plant was President of Lucas Varity Automotive and managing director of the Electrical and Electronics division from 1991 through 1997.Barbara L.Shultz,49,Vice President and Controlle

152、r.Ms.Shultz was initially elected Vice President and Controller of Howmet effective May 25,2021.Ms.Shultz joined Howmet in 2005 and served in numerous financial accounting positions until 2012 when she was appointed Director of Finance for the Companys Alcoa Wheel and Transportation Products busines

153、s.She then served as Director of Compliance for the Companys then Structures business from July 2015 to February 2019,Director of Compliance from February 2019 to June 2020,and Assistant Controller from June 2020 to May 2021.Prior to joining Howmet,Ms.Shultz held several roles at PricewaterhouseCoop

154、ers LLP from 1995 to 2005.8Item 1A.Risk Factors.Howmets business,financial condition and results of operations may be impacted by a number of factors.In addition to the factors discussed elsewhere in this report,the following risks and uncertainties could materially harm the Companys business,result

155、s of operations,financial condition and/or cash flows,including causing its actual results to differ materially from those projected in any forward-looking statements.The following list of risk factors is not all-inclusive or necessarily in order of importance.Additional risks and uncertainties not

156、presently known to Howmet or that Howmet currently deems immaterial may also adversely affect the Company materially in future periods.Risks Related to Our Business and OperationsThe markets for Howmets products are cyclical,and such markets and Howmets operations are influenced by a number of facto

157、rs,including global economic conditions.Howmet is subject to cyclical fluctuations in global economic conditions and lightweight metals end-use markets.Howmet sells many products to industries that are cyclical,such as the aerospace and commercial transportation industries,and the demand for our pro

158、ducts is sensitive to,and quickly impacted by,demand for the finished goods manufactured by our customers in these industries,which may change as a result of changes in regional or worldwide economies,currency exchange rates,interest rates,inflation,energy prices or other factors beyond our control.

159、In addition,Howmet derives a significant portion of our revenue from products sold to the aerospace industry,which is cyclical and reflective of changes in the general economy.The commercial aerospace industry is historically driven by the demand from commercial airlines for new aircraft and spare p

160、arts.Demand for commercial aircraft and spare parts is influenced by airline industry profitability,trends in airline passenger traffic domestically and globally,the state of U.S.,regional and world economies,the ability of aircraft purchasers to obtain required financing and numerous other factors.

161、The defense aerospace cycle is highly dependent on U.S.and foreign government funding;and,it is also driven by the effects of terrorism,a changing global geopolitical environment,U.S.foreign policy,whether older military aircraft are retired,and technological improvements to new engines and airframe

162、s.Further,the demand for Howmets commercial transportation products is driven by the number of vehicles produced by commercial transportation manufacturers.Commercial transportation sales and production are affected by many factors,including the age of the vehicle fleet,labor relations issues,fuel p

163、rices,regulatory requirements,government initiatives,trade agreements,and levels of competition.The ongoing conflict between Russia and Ukraine has impacted global energy markets,particularly in Europe,leading to high volatility and increasing prices for crude oil,natural gas and other energy suppli

164、es.Higher energy costs result in increases in operating expenses at our manufacturing facilities,in the expense of shipping raw materials to our facilities,and in the expense of shipping products to our customers.The costs of certain raw materials(including,but not limited to,nickel,titanium,aluminu

165、m,cobalt,and rhenium)necessary for the manufacture of Howmets products and other manufacturing and operating costs are influenced by market forces and governmental constraints,including inflation,supply and demand,and shortages,and could be further influenced by export limits,sanctions,new or increa

166、sed import duties,and countervailing or anti-dumping duties.Recent high levels of inflation worldwide and in the United States has resulted in an increase in the costs of materials and labor.While we generally attempt to pass along higher raw material and energy costs to our customers through contra

167、ctual agreements in the form of price increases,there can be a delay between an increase in our costs and our ability to increase the prices of our products.Additionally,we may not be able to increase the prices of our products due to competitive pricing pressure and other factors.If the Company is

168、unable to offset significant cost increases through customer price increases,productivity improvements,cost reduction or other programs,Howmets business,operating results or financial condition could be materially adversely affected.Howmet is unable to predict the future course of industry variables

169、,the strength of the U.S.,regional or global economies,or the effects of government actions.Negative economic conditions,such as a major economic downturn or recession,continued inflation,or disruptions in the financial markets,could have a material adverse effect on Howmets business,financial condi

170、tion or results of operations.A material disruption of,or manufacturing difficulties at,Howmets manufacturing operations could adversely affect Howmets business.If Howmets operations,particularly one of its key manufacturing facilities,were to be disrupted,including because of significant equipment

171、failures,natural disasters,power outages,fires,explosions,terrorism,theft,sabotage,adverse weather conditions,public health crises,labor disputes,labor shortages or other reasons,Howmet may be unable to effectively meet its obligations to,or demand from,its customers.In addition,the manufacture of m

172、any of Howmets products is a complex process.Manufacturing problems arising from equipment failure or malfunction,inadvertent failure to follow regulatory or customer specifications and procedures,including those related to quality or safety,and problems with raw materials could have an adverse impa

173、ct on the Companys ability to fulfill orders or meet product quality or performance requirements,which may result in negative publicity and damage to our reputation,adversely impacting product demand and customer relationships.Interruptions in production capability could increase Howmets costs and r

174、educe its sales,including causing the Company to 9incur costs for premium freight,make substantial capital expenditures,or purchase alternative material at higher costs to fulfill customer orders.Additionally,a delivery delay by us due to production interruptions could subject us to liability from c

175、ustomer claims that such delay resulted in losses to the customer.Furthermore,product manufacturing or performance issues could result in recalls,customer penalties,contract cancellation and product liability exposure in addition to a material adverse effect on our business,financial condition or re

176、sults of operations.Because of approval,license and qualification requirements applicable to manufacturers and/or their suppliers,sources of alternatives to mitigate manufacturing disruptions may not be readily available to Howmet or its customers.Howmet is dependent on a limited number of suppliers

177、 for materials and services essential to our operations,including raw materials,and supply chain disruptions could have a material adverse effect on our business.Howmet has supply arrangements with suppliers for various materials and services,including raw materials.We maintain annual or long-term c

178、ontracts for a majority of our supply requirements,and,for the remainder,we depend on spot purchases.There can be no assurance that we will be able to renew,or obtain replacements for,any of our long-term contracts when they expire on terms that are as favorable as our existing agreements,or at all.

179、For certain raw materials and services,we depend on a number of limited source or sole source suppliers.Supply constraints could impact our production or force us to purchase materials and other supplies from alternative sources,which may not be available in sufficient quantities or at prices that a

180、re favorable to us.Howmet could also have exposure if a key supplier is unable to deliver sufficient quantities of a necessary material on a timely basis.Several of our suppliers have recently had constraints on their ability to supply Howmet with its full requirements due to lack of capacity,labor

181、shortages and/or material availability.If such constraints continue or escalate,it could result in an adverse impact on our business.Because of approval,license and qualification requirements applicable to manufacturers and/or their suppliers,sources of alternatives to mitigate supply disruptions ma

182、y not be readily available to Howmet.Any delay in supply from these suppliers could prevent us from meeting customer demand for our products.The availability and costs of certain raw materials necessary for the production of Howmets products may also be influenced by private or government entities,i

183、ncluding as a result of changes in geopolitical conditions or regulatory requirements,labor relations between the producers and their work forces,and unstable governments in exporting nations.Any of the foregoing supply chain disruptions or those due to trade barriers,business continuity,quality,cyb

184、erattacks,transportation,delivery or logistics challenges,weather,natural disaster,or pandemic events could adversely affect Howmets business,results of operations or financial condition.Howmets business depends,in part,on its ability to successfully meet program demand,production targets and commit

185、ments.Howmet is currently under contract to supply components for a number of existing and new commercial,general aviation,military aircraft and aircraft engine programs.Many of these contracts contemplate production increases over the next several years.If Howmet fails to meet production targets an

186、d commitments,or encounters difficulty or unexpected costs in meeting such levels,it could have a material adverse effect on the Companys reputation,business,operating results or financial condition.Similarly,to the extent demand for our products increases rapidly and significantly in future periods

187、,we may not be able to ramp up production quickly enough to meet the demand,which could result in lost opportunities for growth and adversely affect our business,financial condition,results of operations or competitive position.Failure to attract and retain a qualified workforce and key personnel or

188、 to provide adequate succession planning could adversely affect Howmets operations and competitiveness.Howmets global operations require qualified and skilled personnel with relevant industry and technical experience.Shortages in certain skills,in areas such as engineering,manufacturing and technolo

189、gy,and other labor market inadequacies have created more competition for talent.A sustained labor shortage,lack of skilled labor,increased turnover,labor inflation,or increase in general labor costs could lead to higher labor,recruiting or training costs to attract and retain personnel.If the Compan

190、y fails to attract,train,develop and retain a global workforce with the skills and in the locations we need to operate and grow our business,our business and operations could be adversely impacted.Furthermore,the continuity of key personnel and the preservation of institutional knowledge are vital t

191、o the success of the Companys growth and business strategy.The loss of key personnel could significantly harm Howmets business,and any unplanned turnover or failure to develop adequate succession plans for key positions could deplete the Companys institutional knowledge base,result in loss of techni

192、cal or other expertise,delay or impede the execution of the Companys business plans and erode Howmets competitiveness.Howmet could be adversely affected by the loss of key customers or significant changes in the business or financial condition of its customers.Howmet has long-term contracts with a s

193、ignificant number of its customers,some of which are subject to renewal,renegotiation or re-pricing at periodic intervals or upon changes in competitive supply conditions.Howmets failure to successfully renew,renegotiate or favorably re-price such agreements,or a material deterioration in or termina

194、tion of these customer relationships,could result in a reduction or loss in customer revenue.Additionally,a significant downturn or deterioration in the business or financial condition or loss of a key customer supplied by Howmet could adversely affect Howmets financial results.Howmets 10customers m

195、ay experience delays in the launch of new products,labor strikes,diminished liquidity or credit unavailability,weak demand for their products,supply chain constraints or other difficulties in their businesses.For example,our sales were negatively affected by Boeings pause in deliveries of its 787 ai

196、rcraft from May 2021 through 2022 as a result of Boeings significantly reduced 787 production rates.Howmets customers may also change their business strategies or modify their business relationships with Howmet,including to reduce the amount of Howmets products they purchase,to switch to alternative

197、 suppliers,or to enter into the markets themselves to compete with Howmet.If Howmets customers reduce,terminate or delay purchases from Howmet due to the foregoing factors or otherwise and Howmet is unsuccessful in enforcing its contract rights or replacing such business in whole or in part or repla

198、ces it with less profitable business,our financial condition and results of operations may be adversely affected.Howmets products are used in a variety of military applications,including military aircraft.Although many of the military programs in which Howmet participates extend several years,change

199、s in military strategy,policy and priorities,or reductions in defense spending,may affect current and future funding of these programs and could reduce the demand for Howmets products,which could adversely affect Howmets business,financial condition or results of operations.Information technology sy

200、stem failures,cyberattacks and security breaches may threaten the integrity of Howmets intellectual property and other sensitive information,disrupt its business operations,and result in reputational harm and other negative consequences having a material adverse effect on its financial condition and

201、 results of operations.Howmets information technology systems could be subject to damage or interruption from power outages;computer network and telecommunications failures;computer viruses;catastrophic events,such as fires,floods,earthquakes,tornadoes,hurricanes,acts of war or terrorism;and usage e

202、rrors by employees.If Howmets information technology systems are damaged or cease to function properly,the Company may have to make a significant investment to fix or replace them,and Howmet may suffer loss of critical data and interruptions or delays in its operations.Any material disruption in the

203、 Companys information technology systems,or delays or difficulties in implementing or integrating new systems or enhancing current systems,could have an adverse effect on Howmets business,financial condition or results of operations.Increased global cybersecurity vulnerabilities,threats and more sop

204、histicated and targeted cyberattacks pose a risk to the security of our and our customers,suppliers and third-party service providers products,systems and networks,and the confidentiality,availability and integrity of our data.The Company believes that it faces threats of cyberattacks due to the ind

205、ustries it serves,the locations of its operations,and its technological innovations.The Company has experienced cybersecurity attacks in the past,including breaches of its information technology systems in which information was taken,and may experience them in the future,potentially with more freque

206、ncy or sophistication.Although past attacks did not result in known losses of any critical data or have a material impact on Howmets financial condition or results of operations,the scope and impact of any future incident cannot be predicted.While the Company continually works to safeguard its syste

207、ms and mitigate potential risks,there is no assurance that such actions will be sufficient to prevent cyberattacks or security breaches that manipulate or improperly use the Companys systems or networks,compromise confidential,personal or otherwise protected information,destroy or corrupt data,block

208、 access to its systems,or otherwise disrupt its operations.The occurrence of such events could negatively impact Howmets reputation and its competitive position and could result in litigation with third parties,regulatory action,loss of business,potential liability and increased remediation costs,an

209、y of which could have a material adverse effect on its financial condition and results of operations.Our business,results of operations,financial condition and/or cash flows have been and could continue to be adversely impacted materially by the continued effects of the COVID-19 pandemic.The COVID-1

210、9 pandemic affecting the global community has had and may continue to have a material adverse effect on our business,results of operations,financial condition and/or cash flows,and the nature and extent of the impact over time remain uncertain.A sustained impact to our operations,financial results a

211、nd market capitalization may require material impairments of our assets,including,but not limited to,goodwill and other intangible assets,long-lived assets,and right-of-use assets.The impact over time will depend on future developments that are beyond our control,including the duration of the pandem

212、ic,the continued severity of the virus,resurgences and emergence of variants of the virus,the efficacy and availability or uptake of vaccines and related drugs,and the actions that may be taken in response to COVID-19,such as travel limitations.For instance,the decrease in domestic and international

213、 air travel due to the pandemic adversely affected demand for narrow-body and wide-body aircraft.Although domestic air travel now approximates pre-pandemic levels,China domestic air travel is still below pre-pandemic 2019 levels on an average monthly basis in 2022.International travel also continues

214、 to be lower than pre-pandemic 2019 levels.We expect commercial aerospace growth to continue,with narrow-body demand returning faster than wide-body demand.The commercial wide-body aircraft market is taking longer to recover,which is creating a shift in our product mix compared to pre-pandemic condi

215、tions.In addition,several of our commercial aerospace and transportation customers have encountered,and may continue to encounter,challenges in their ability to increase production rates to meet demand due to labor and supply chain constraints stemming from the pandemic.Additionally,the COVID-19 pan

216、demic has or may continue to exacerbate other risks disclosed herein,including,but not limited to,risks related to global economic conditions,competition,11loss of customers,costs of supplies,supply chain disruptions,manufacturing difficulties and disruptions,investment returns,our credit profile,ou

217、r credit ratings,and interest rates.Howmet faces significant competition,which may have an adverse effect on profitability.As discussed in“Competitive Conditions”in Part I,Item 1(Business)of this report,the markets for Howmets products are highly competitive.Howmets competitors include a variety of

218、both U.S.and non-U.S.companies in our product markets,which could include existing customers.New entrants in our markets,new product offerings,new and/or emerging technologies in the marketplace,or new facilities may compete with or replace Howmet products.The willingness of customers to accept alte

219、rnate solutions for the products sold by Howmet,pricing pressure from competitors,and technological advancements or other developments by or affecting Howmets competitors or customers could adversely affect Howmets business,financial condition or results of operations.Howmets competitive position an

220、d future performance depends,in part,on the Companys ability to develop and innovate products,deploy technology initiatives and implement advanced manufacturing technologies.While Howmet intends to continue to develop innovative new products and services,it may not be able to successfully differenti

221、ate its products or services from those of its competitors or achieve and maintain technological advantages.In addition,Howmet may face increased competition due to industry consolidation.Companies that are strategic partners in some areas of Howmets business may acquire or form alliances with Howme

222、ts competitors,thereby reducing their business with Howmet.Industry consolidation may result in stronger competitors who are better able to obtain favorable terms from suppliers or who are better able to compete as sole-source vendors for customers.Consolidation within Howmets customer base may resu

223、lt in customers who are better able to exert leverage in negotiating prices and other terms of sale,or may lead to reduced demand for Howmets products if a combined entity replaces Howmet with a Howmet competitor with which it had prior relationships.The result of these circumstances could have a ma

224、terial adverse effect on Howmets business,operating results and financial condition.Risks Related to Liquidity and Capital ResourcesA decline in Howmets financial performance or outlook could negatively impact its credit profile,its access to capital markets and its borrowing costs.A decline in the

225、Companys financial performance or outlook due to internal or external factors,such as macroeconomic conditions,a deterioration in the Companys financial metrics or a contraction in the Companys liquidity,could adversely affect the Companys credit ratings and its access to the capital or credit marke

226、ts on terms and conditions that the Company finds acceptable.A downgrade of Howmets credit ratings could result in negative consequences,including limiting its ability to obtain future financing on favorable terms,if at all,increasing borrowing costs and credit facility fees,triggering collateral po

227、stings,and adversely affecting the market price of Howmet securities.For information on our credit ratings,see“Liquidity and Capital Resources”in Part II,Item 7(Managements Discussion and Analysis of Financial Condition and Results of Operations).Limitations on Howmets ability to access global capit

228、al markets,a reduction in Howmets liquidity or an increase in borrowing costs could materially and adversely affect Howmets ability to maintain or grow its business,which in turn may adversely affect its financial condition,liquidity and results of operations.An adverse decline in the liability disc

229、ount rate,lower-than-expected investment return on pension assets and other factors could adversely affect Howmets results of operations or amount of pension funding contributions in future periods.Howmets results of operations may be negatively affected by the amount of expense Howmet records for i

230、ts pension and other postretirement benefit plans,by reductions in the fair value of plan assets and by other factors.Howmet calculates income or expense for its plans using actuarial valuations in accordance with accounting principles generally accepted in the United States of America.These valuati

231、ons reflect assumptions about financial market and other economic conditions,which may change due to changes in key economic indicators.The most significant year-end assumptions used by Howmet to estimate pension or other postretirement benefit income or expense for the following year are the discou

232、nt rate applied to plan liabilities and the expected long-term rate of return on plan assets.In addition,Howmet is required to make an annual measurement of plan assets and liabilities,which may result in a significant charge to shareholders equity.For a discussion regarding how Howmets financial st

233、atements can be affected by pension and other postretirement benefits accounting policies,see“Critical Accounting Policies and EstimatesPension and Other Postretirement Benefits”in Part II,Item 7(Managements Discussion and Analysis of Financial Condition and Results of Operations)and Note H to the C

234、onsolidated Financial Statements in Part II,Item 8.Adverse capital market conditions could result in reductions in the fair value of plan assets and increase the Companys liabilities related to such plans.Additionally,unpredictable future declines in the discount rate or lower-than-expected investme

235、nt returns on plan assets could lead to a decline in the plans funded status and result in higher than expected pension contributions.The foregoing factors may adversely affect the Companys financial condition,liquidity and results of operations.12Dividends and share repurchases fall within the disc

236、retion of our Board of Directors and depend on a number of factors.Share repurchases and the declaration of dividends fall within the discretion of Howmets Board of Directors,and the Boards decision regarding such matters depends on many factors,including Howmets financial condition,earnings,capital

237、 requirements,debt service obligations,covenants associated with certain of the Companys debt obligations,industry practice,legal requirements,regulatory constraints and other factors that the Board deems relevant.There can be no assurance that the Company will declare dividends or repurchase stock

238、in the future in any particular amounts,or at all.Risks Related to Legal and Regulatory MattersHowmet may be exposed to significant legal proceedings,investigations or changes in U.S.federal,state or foreign law,regulation or policy.The manufacture and sale of our products expose Howmet to potential

239、 product liability,personal injury,property damage and related claims.In the event that a Howmet product fails to perform as expected,regardless of fault,or is used in an unexpected manner,and such failure or use results in,or is alleged to result in,bodily injury and/or property damage or other los

240、ses,Howmet may be subject to product liability lawsuits and other claims,or may participate in a recall or other corrective action involving such product.In addition,if a Howmet product is perceived to be defective or unsafe,Howmets sales could decrease,its reputation could be adversely impacted and

241、 Howmet could be exposed to government investigations or regulatory enforcement actions.Howmet is also subject to a variety of global legal and regulatory compliance risks in connection with its business and products.These risks include,among other things,potential claims,class action lawsuits or co

242、mpliance issues,including those relating to securities laws,employment laws,intellectual property rights,cyber,security and privacy,insurance,commercial matters,antitrust and competition,human rights,third-party relationships,ESG(including climate-related/sustainability and other)rules and regulatio

243、ns,supply chain operations and the manufacture and sale of products.An adverse outcome in one or more of proceedings or investigations,or unfavorable changes in laws,regulations or policies,or other contingencies that the Company cannot predict with certainty,could have a material adverse effect on

244、the Companys financial condition,results of operations or cash flows,including reputational harm,loss of customers and substantial monetary damages and/or non-monetary penalties.For additional information regarding the legal proceedings involving the Company,see Note V to the Consolidated Financial

245、Statements in Part II,Item 8.Our business may be adversely affected if we fail to comply with government contracting regulations.We derive a portion of our revenue from sales to U.S.and foreign governments and their respective agencies.Such contracts are subject to various procurement laws and regul

246、ations and contract provisions relating to their formation,administration and performance.New laws and regulations or changes to existing ones(including,but not limited to,those related to subcontracting,cybersecurity and specialty metals)can increase our risks and/or costs.Failure to comply with th

247、ese laws,regulations or provisions in our government contracts could result in the imposition of various civil and criminal penalties,termination of contracts,forfeiture of profits,suspension of payments,increased pricing pressure or suspension from future government contracting.If our government co

248、ntracts are terminated,if we are suspended from government work,or if our ability to compete for new contracts is adversely affected,our financial condition and results of operation could be adversely affected.Howmets global operations expose Howmet to risks that could adversely affect its business,

249、financial condition,results of operations,cash flows or the market price of its securities.Howmet has operations or activities in numerous countries and regions outside the United States,including Europe,Mexico,China,and Japan.As a result,Howmets global operations are affected by economic,political,

250、legal,and other conditions in the United States and foreign countries in which Howmet does business,including(i)economic and commercial instability risks,including changes in local government laws,regulations and policies,such as those related to tariffs,sanctions and trade barriers,taxation,exchang

251、e controls,employment regulations and repatriation of assets or earnings;(ii)geopolitical risks such as political instability,civil unrest,expropriation,nationalization of properties by a government,imposition of sanctions,and renegotiation or nullification of existing agreements;(iii)war,cyber thre

252、ats,terrorist activities or other dangerous conditions;(iv)compliance with applicable U.S.and foreign laws,including antitrust and competition regulations,the Foreign Corrupt Practices Act and other anti-bribery and corruption laws,and laws concerning trade,including the International Traffic in Arm

253、s Regulations,the Export Administration Regulations,and the sanctions,regulations and embargoes administered by the U.S.Department of Treasurys Office of Foreign Assets Control;(v)aggressive,selective or lax enforcement of laws and regulations by foreign governmental authorities;(vi)exposure to fluc

254、tuations in foreign currency exchange rates and interest rates,as well as inflation,economic factors,and currency controls in the countries in which it operates;and(vii)imposition of currency controls.Although the effect of any of the foregoing factors is difficult to predict,any one or more of them

255、 could adversely affect Howmets business,financial condition or results of operations.13Howmet may face challenges to its intellectual property rights which could adversely affect the Companys reputation,business and competitive position.Howmet owns important intellectual property,including patents,

256、trademarks,copyrights and trade secrets.The Companys intellectual property plays an important role in maintaining Howmets competitive position in a number of the markets that the Company serves.Howmets competitors may develop technologies that are similar or superior to Howmets proprietary technolog

257、ies,or design around the patents Howmet owns or licenses.Despite its controls and safeguards,Howmets technology may be misappropriated by its employees,its competitors or other third parties.The pursuit of remedies for any misappropriation of Howmet intellectual property is expensive and the ultimat

258、e remedies may be deemed insufficient.Further,in jurisdictions where the enforcement of intellectual property rights is less robust,the risk of misappropriation of Howmet intellectual property increases,despite efforts the Company undertakes to protect it.Developments or assertions by or against How

259、met relating to intellectual property rights,and any inability to protect or enforce Howmets rights sufficiently,could adversely affect Howmets business and competitive position.Unanticipated changes in Howmets tax provisions or exposure to additional tax liabilities could affect Howmets future prof

260、itability.Howmet is subject to income taxes in both the United States and various non-U.S.jurisdictions.Its domestic and international tax liabilities are dependent upon the distribution of income among these different jurisdictions.Changes in applicable domestic or foreign tax laws and regulations,

261、or their interpretation and application,including the possibility of retroactive effect,could affect the Companys tax expense and profitability.Howmets tax expense includes estimates of additional tax that may be incurred for tax exposures and reflects various estimates and assumptions.The assumptio

262、ns include assessments of future earnings of the Company that could impact the valuation of its deferred tax assets.The Companys future results of operations could be adversely affected by changes in the effective tax rate as a result of a change in the mix of earnings in countries with differing st

263、atutory tax rates,changes in the overall profitability of the Company,changes in tax legislation and rates,changes in generally accepted accounting principles,changes in the valuation of deferred tax assets and liabilities,the results of tax audits and examinations of previously filed tax returns or

264、 related litigation and continuing assessments of its tax exposures.Labor disputes and other employee relations issues could adversely affect Howmets business,financial condition or results of operations.A significant portion of Howmets employees are represented by labor unions in several countries

265、under various collective bargaining agreements,each with varying durations and expiration dates.For more information,see“Employees”in Part I,Item 1(Business)of this report.Howmet may not be able to negotiate successor collective bargaining agreements upon expiration,in the United States and other co

266、untries,without a risk of labor disputes,including strikes or work stoppages.Howmet may also be subject to general country strikes or work stoppages unrelated to its business or collective bargaining agreements.Any such labor disputes or work stoppages(or potential work stoppages)could have a materi

267、al adverse effect on Howmets business,financial condition or results of operations.Howmet is exposed to environmental,health and safety risks and is subject to a broad range of health,safety and environmental laws and regulations which may result in substantial costs and liabilities.Howmets operatio

268、ns worldwide are subject to numerous complex and increasingly stringent health,safety and environmental laws and regulations.The costs of complying with such laws and regulations,as well as participation in assessments and cleanups of sites,and internal voluntary programs,have been,and in the future

269、 could be,significant.Environmental matters for which Howmet may be liable may arise in the future at its present sites,at sites owned or operated by its predecessors or affiliates,at sites that it may acquire in the future,or at third-party sites used by Howmet,its predecessors or affiliates for ma

270、terial and waste handling and disposal.Compliance with health,safety and environmental laws and regulations,including remediation obligations,may impact Howmets results of operations or liquidity in a particular period.In addition,the industrial activities conducted at Howmets facilities present a s

271、ignificant risk of injury or death to our employees or third parties that may be on site.Our operations are subject to regulation by various federal,state and local agencies in the United States,including the Occupational Safety and Health Administration,and regulation by foreign government entities

272、 abroad responsible for employee health and safety.Material liabilities relating to injury,death or other workers compensation claims could have a material adverse effect on our results of operations and financial condition or result in negative publicity and/or significant reputational harm.14Howme

273、t may be affected by global climate change or by legal,regulatory,customer or supplier responses to such change.Increased concern over climate change has led to new and proposed legislative and regulatory initiatives,such as cap-and-trade systems and additional limits on emissions of greenhouse gase

274、s,which in turn may trigger customer decarbonization requirements.New or revised laws,regulations and policies in this area and customer decarbonization requirements could directly and indirectly affect Howmet and its customers and suppliers,including by increasing the costs of production or impacti

275、ng demand for certain products,which could result in an adverse effect on our financial condition,results of operations and cash flows.Additionally,Howmet utilizes natural gas,electricity and other fuels to operate its facilities.Significant increased energy costs and/or costs to transition to renew

276、able energy sources,as a result of new laws,such as carbon pricing or product energy efficiency requirements,or as a result of customer requirements,could be passed along to the Company and its customers and suppliers.Compliance with any new or more stringent laws or regulations,or stricter interpre

277、tations of existing laws,could require additional expenditures by the Company or its customers or suppliers.Physical risks associated with climate change may result in an increase of the exposure to,and impact of,events with damage due to flooding,extreme winds and extreme precipitation for Howmet l

278、ocations,suppliers or customers.Prolonged periods of drought may result in wildfires and/or restrictions on process water use.These climate-related impacts may have an adverse effect on production capacity of Howmet sites,suppliers and customers.These types of incidents could have a material adverse

279、 effect on our results of operations and financial condition.With respect to the various transaction agreements that the Company entered into in connection with its separation transactions,if the counterparties fail to meet their obligations or if we have material indemnification obligations under s

280、uch agreements,our business,results of operations and financial condition may be materially adversely affected.In connection with our separation transactions,we entered into various agreements with Arconic Corporation and Alcoa Corporation,including respective Separation and Distribution agreements

281、pursuant to which Arconic Corporation and Alcoa Corporation agreed to indemnify us for certain liabilities,and we agreed to indemnify those parties for certain liabilities.We rely on these parties to satisfy their performance and payment obligations under these agreements.If either party is unable o

282、r unwilling to satisfy its obligations under its applicable agreements,we could incur operational difficulties and/or material losses.The indemnities that we are required to provide Alcoa Corporation and Arconic Corporation under these agreements are currently not material.If either Alcoa Corporatio

283、n or Arconic Corporation,as applicable,is not able to fully satisfy its indemnification obligations to us,we may be required to bear such losses.Each of these risks could negatively affect our business,results of operations and financial condition.The Arconic Inc.Separation Transaction could result

284、in substantial tax liability.It was a condition to the distribution of all outstanding shares of Arconic Corporation common stock to the Companys stockholders(the“Distribution of Arconic”),which effected the Arconic Inc.Separation Transaction,that we receive an opinion of our outside counsel regardi

285、ng the qualification of the distribution as a“reorganization”within the meaning of Sections 355 and 368(a)(1)(D)of the Internal Revenue Code of 1986,as amended(the“Code”).This condition was satisfied prior to the Distribution of Arconic.However,if any of the facts,representations,or undertakings of

286、the opinion is,or becomes,inaccurate or incomplete,the opinion of counsel may be invalid and the conclusions reached therein could be jeopardized.Further,the Internal Revenue Service(the“IRS”)could determine that any of the facts,representations or undertakings are false or have been violated.Additi

287、onally,the opinion of counsel is not binding on the IRS or any court and the IRS or a court may disagree with the conclusions in the opinion of counsel.In the event the IRS were to prevail with such challenge,we,our stockholders and Arconic Corporation could be subject to significant U.S.federal inc

288、ome tax liability.In addition,even if the Distribution of Arconic,together with certain related transactions,otherwise qualifies for tax-free treatment under current U.S.federal income tax law,the Distribution of Arconic may nevertheless be rendered taxable to us as a result of certain post-distribu

289、tion transactions,including certain acquisitions of shares or assets of ours or Arconic Corporation.Under the tax matters agreement we entered into with Arconic Corporation in connection with the Arconic Inc.Separation Transaction,Arconic Corporation may be required to indemnify us for any taxes res

290、ulting from the separation due to certain actions,including Arconic Corporations representations,covenants or undertakings contained in the separation agreement and certain other agreements,including the opinion of counsel,being incorrect or violated.However,Arconic Corporation may not be able to fu

291、lly satisfy its indemnification obligations.In addition,we may incur other tax costs in connection with the Arconic Inc.Separation Transaction,including non-U.S.tax costs resulting from transactions in non-U.S.jurisdictions,which may be material.Each of these risks could negatively affect our busine

292、ss,results of operations and financial condition.Item 1B.Unresolved Staff Comments.None.15Item 2.Properties.Howmets principal office and corporate center is located at 201 Isabella Street,Suite 200,Pittsburgh,Pennsylvania 15212-5872.In the second quarter of 2022,the Company sold this property and en

293、tered into a 12-year lease with the purchaser for a portion of the property.Howmet leases some of its facilities;however,it is the opinion of management that the leases do not materially affect the continued use of the properties or the properties values.Howmet believes that its facilities are suita

294、ble and adequate for its operations.Although no title examination of properties owned by Howmet has been made for the purpose of this report,the Company knows of no material defects in title to any such properties.See Note A and Note O to the Consolidated Financial Statements in Part II,Item 8 of th

295、is Form 10-K.Howmet has active plants and holdings in various geographic areas.See the table regarding the Companys principal facilities in Part I,Item 1(Business).Item 3.Legal Proceedings.In the ordinary course of its business,Howmet is involved in a number of lawsuits and claims,both actual and po

296、tential.For a discussion of legal proceedings,see Note V to the Consolidated Financial Statements in Part II,Item 8 of this Form 10-K.Item 4.Mine Safety Disclosures.Not applicable.PART IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities

297、.The Companys common stock is listed on the New York Stock Exchange under the symbol“HWM.”Prior to the Arconic Inc.Separation Transaction on April 1,2020,the Company was known as Arconic Inc.and was listed under the stock symbol“ARNC.”The number of holders of record of common stock was 9,404 as of F

298、ebruary 13,2023.16Stock Performance GraphThe following graph compares the most recent five-year performance of the Companys common stock with(1)the Standard&Poors(“S&P”)500 Index,(2)the S&P 500 Industrials Index,a group of 70 companies categorized by Standard&Poors as active in the“industrials”marke

299、t sector,and(3)the S&P Aerospace&Defense Index,which comprises General Dynamics Corporation,Howmet Aerospace Inc.,Huntington Ingalls Industries,L3Harris Technologies,Inc.,Lockheed Martin Corporation,Northrop Grumman Corporation,Raytheon Technologies Corporation,Textron Inc.,The Boeing Company,and Tr

300、ansdigm Group Inc.The graph assumes,in each case,an initial investment of$100 on December 31,2017,and the reinvestment of dividends.The historical prices of the Company presented in the graph and table have been adjusted to reflect the impact of the April 2020 Arconic Inc.Separation Transaction.Beca

301、use the starting point of the graph is December 31,2017,the effect of the November 2016 Alcoa Inc.Separation Transaction is already reflected in the Companys stock price on December 31,2017.The graph,table and related information shall not be deemed to be“filed”with the SEC,nor shall such informatio

302、n be incorporated by reference into future filings under the Securities Act of 1933 or Securities Exchange Act of 1934,each as amended,except to the extent that the Company specifically incorporates it by reference into such filing.Period EndingIndex ValueCumulative Total ReturnBased upon an initial

303、 investment of$100 at December 31,2017 with dividends reinvestedHowmet Aerospace Inc.S&P 500 IndexS&P 500 Industrials IndexS&P Aerospace&Defense Index12/201712/201812/201912/202012/202112/2022050100150200250As of December 31,201720182019202020212022Howmet Aerospace Inc.$100.00$62.78$115.45$139.82$15

304、6.14$193.87 S&P 500 Index 100.00 95.62 125.72 148.85 191.58 156.89 S&P 500 Industrials Index 100.00 86.71 112.17 124.59 150.89 142.63 S&P Aerospace&Defense Index 100.00 91.93 119.81 100.56 113.86 133.64 17Issuer Purchases of Equity SecuritiesThe following table presents information with respect to t

305、he Companys open-market repurchases of its common stock during the quarter ended December 31,2022:PeriodTotal Number of Shares PurchasedAveragePrice PaidPer Share(1)Total Numberof SharesPurchased asPart of PubliclyAnnouncedRepurchasePlans orProgramsApproximateDollar Valueof Shares thatMay Yet BePurc

306、hased Underthe Plans orPrograms(in millions)(1)(2)October 1-October 31,2022$1,012 November 1-November 30,2022$1,012 December 1-December 31,20221,677,711(3)$38.83 1,674,082$947 Total for quarter ended December 31,2022 1,677,711$38.83 1,674,082(1)Excludes commissions cost.(2)On August 18,2021,the Comp

307、any announced that its Board of Directors authorized a share repurchase program of up to$1,500 million of the Companys outstanding common stock.After giving effect to the share repurchases made through the fourth quarter of 2022,approximately$947 million Board authorization remained available as of

308、January 1,2023.Under the Companys share repurchase programs(the“Share Repurchase Programs”),the Company may repurchase shares by means of trading plans established from time to time in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934,as amended,block trades,private transactions,

309、open market repurchases and/or accelerated share repurchase agreements or other derivative transactions.There is no stated expiration for the Share Repurchase Programs.Under its Share Repurchase Programs,the Company may repurchase shares from time to time,in amounts,at prices,and at such times as th

310、e Company deems appropriate,subject to market conditions,legal requirements and other considerations.The Company is not obligated to repurchase any specific number of shares or to do so at any particular time,and the Share Repurchase Programs may be suspended,modified or terminated at any time witho

311、ut prior notice.(3)Amount includes the surrender of 3,629 shares of Howmet common stock by a participant in the Companys stock incentive plan to the Company to satisfy the exercise price and tax withholding obligations of employee stock options at the time of exercise.These surrendered shares are no

312、t part of any Share Repurchase Programs.Item 6.Selected Financial Data.Reserved.18Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations.(dollars in millions,except share and per-share amounts)The following Managements Discussion and Analysis of Financial Conditi

313、on and Results of Operations(“MD&A”)is intended to help the reader understand our results of operations and financial condition.The MD&A is provided as a supplement to,and should be read in conjunction with,our consolidated financial statements and notes thereto included in Part II,Item 8(Financial

314、Statements and Supplementary Data)of this Form 10-K.OverviewOur BusinessHowmet is a global leader in lightweight metals engineering and manufacturing.Howmets innovative,multi-material products,which include nickel,titanium,aluminum,and cobalt,are used worldwide in the aerospace(commercial and defens

315、e),commercial transportation,and industrial and other markets.Howmet is a global company operating in 20 countries.Based upon the country where the point of shipment occurred,North America and Europe generated 71%and 22%,respectively,of Howmets sales in 2022.In addition,Howmet has operating activiti

316、es in numerous countries and regions outside of North America and Europe,including China and Japan.Governmental policies,laws and regulations,and other economic factors,including inflation and fluctuations in foreign currency exchange rates and interest rates,affect the results of operations in coun

317、tries with such activities.Management Review of 2022 and OutlookThe Company derived approximately 46%of its revenue from products sold to the commercial aerospace market for the year ended December 31,2022 which is substantially less than the pre-pandemic 2019 annual rate of approximately 60%.Due to

318、 the global COVID-19 pandemic and its impact on the commercial aerospace industry to date,there has been a decrease in domestic and international air travel,which in turn has adversely affected demand for narrow-body and wide-body aircraft.Although domestic air travel now approximates pre-pandemic l

319、evels,China domestic air travel is still below pre-pandemic 2019 levels on an average monthly basis in 2022.International travel also continues to be lower than pre-pandemic 2019 levels.We expect commercial aerospace growth to continue,with narrow-body demand returning faster than wide-body demand.T

320、he commercial wide-body aircraft market is taking longer to recover,which is creating a shift in our product mix compared to pre-pandemic conditions.In addition to the impact from the pandemic,the timing and level of future aircraft builds by OEMs are subject to changes and uncertainties,such as dec

321、lines in Boeing 787 production rates due to delays in its recertification,which may cause our future results to differ from prior periods due to changes in product mix in certain segments.In 2022,Sales increased 14%over 2021 primarily as a result of higher sales in the commercial aerospace market,an

322、 increase in material cost pass through of$225,and favorable product pricing of$67,partially offset by lower sales in the defense aerospace market.Price increases are in excess of material and inflationary cost pass through to our customers.Income from continuing operations before income taxes incre

323、ased 87%from 2021.Total Segment Adjusted EBITDA(1)increased 13%from 2021 due to favorable sales in the commercial aerospace market,cost reductions,and favorable product pricing,partially offset by Boeing 787 production declines and lower sales in the defense aerospace market and inflationary costs.M

324、anagement continued its focus on liquidity and cash flows as well as improving its operating performance through profitable revenue,efficient operations,and margin enhancement.Management has also continued its intensified focus on capital efficiency.Managements focus and the related results enabled

325、Howmet to end 2022 with a solid financial position.The following financial information reflects certain key highlights of Howmets 2022 results:Sales of$5,663,an increase of 14%from 2021,with higher sales in the commercial aerospace market;Net income from continuing operations of$469,or$1.11 per dilu

326、ted share;Income from continuing operations before income taxes of$606,an increase of$282,or 87%,from 2021;Total Segment Adjusted EBITDA(1)of$1,352,an increase of$152,or 13%,from 2021;Cash on hand and restricted cash at the end of the year of$792;Cash provided from operations of$733;cash used for fi

327、nancing activities of$526;and cash used for investing activities of$135;Purchased approximately 11 million shares of Common Stock under the Share Repurchase Programs for approximately$400;19Total debt of$4,162,a decrease of$70 from 2021,reflecting repurchases of$69 of the 5.125%Notes due October 202

328、4(the“5.125%Notes”)during 2022;andThe Companys common stock had a closing price of$39.41 per share at December 30,2022,an increase of$26.21 per share,or 199%,since the Arconic Inc.Separation Transaction on April 1,2020,compared to an increase of 55%for both the S&P 500 Index and S&P Aerospace&Defens

329、e Select Industry Index over the same period.(1)See below in Results of Operations for the reconciliation of Total Segment Adjusted EBITDA to Income from continuing operations before income taxes.In 2023,management projects sales to increase as we expect solid growth in the commercial aerospace mark

330、et,and the Companys strong position in that market is expected to continue.Earnings per share is expected to grow as management continues to focus on operational performance.Cash provided from operations is expected to increase for the full year in 2023 compared with 2022,resulting from a continued

331、focus on operating performance and on capital efficiency.Capital expenditures are expected to be less than depreciation and amortization.Results of OperationsEarnings SummarySales.Sales for 2022 were$5,663 compared with$4,972 in 2021,an increase of$691,or 14%.The increase was primarily due to higher

332、 sales in the commercial aerospace market,an increase in material cost pass through of$225,and favorable product pricing of$67,partially offset by lower sales in the defense aerospace market.Price increases are in excess of material and inflationary pass through to our customers.Sales for 2021 were$

333、4,972 compared with$5,259 in 2020,a decrease of$287,or 5%.The decrease was primarily due to lower sales in the commercial aerospace market driven by the impact of COVID-19 and Boeing 787 production declines and lower sales in the defense aerospace market,partially offset by growth in the commercial transportation and industrial gas turbine markets as well as favorable product pricing of$97.Price i

Howmet Aerospace Inc. (HWM) 2022年年度报告「NYSE」.pdf (2025)

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