O-I Glass三季度调整后EPS转亏，并将2026年调整后EBITDA指引大幅下调至9.25–9.50亿美元、自由现金流改为约消耗3亿美元

----- tm2628380d1_8k.htm -----
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d) of
The Securities
Exchange Act of 1934
October 27, 2026
Date of Report (Date of earliest event reported)
O-I
GLASS, INC.
(Exact name of registrant as specified in its
charter)
Delaware
1-9576
22-2781933
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS
Employer
Identification No.)
One Michael Owens Way
Perrysburg
,
Ohio
(Address
of principal executive offices)
43551-2999
(Zip
Code)
(
567
)
336-5000
(Registrant’s telephone number, including
area code)
(Former name or former address,
if changed since last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol
Name
of each exchange on which
registered
Common stock, $.01 par value
OI
New York Stock Exchange
Indicate by check mark whether the registrant is
an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
¨
ITEM 2.02.
RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On October 27, 2026, O-I Glass, Inc. (the “Company”) issued
a press release announcing its results of operations for the quarter ended September 30, 2026. A copy of the press release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
The information set forth in this Item 2.02, including Exhibit 99.1,
is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”) or otherwise subject to the liabilities of that Section. The information in this Item 2.02, including
Exhibit 99.1, shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the
“Securities Act”), or the Exchange Act except as shall be expressly set forth by specific reference in such a filing.
ITEM 9.01
FINANCIAL
STATEMENTS AND EXHIBITS.
(d)
Exhibits.
Exhibit
No.
Description
99.1
Press Release dated October 27, 2026 announcing results of operations for the quarter ended September 30, 2026
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 27, 2026
O-I GLASS, INC.
By:
/s/ John A. Haudrich
John A. Haudrich
Senior Vice President and Chief Financial Officer

----- tm2628380d1_ex99-1.htm -----
EX-99.1
2
tm2628380d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
O-I Glass, Inc. U N L E A S H I N G T H E P O W E R O F G L A S S | 1
THIRD QUARTER 2026 RESULTS
OCTOBER 27, 2026
Americas Delivers Resilient Third-Quarter Performance
Europe Remains Challenged; Recovery Actions Underway
2026 Outlook Updated; Higher Adjusted Earnings And Free Cash Flow Expected In 2027
PERRYSBURG, OHIO, OCTOBER 27, 2026 — O-I Glass, Inc. (NYSE: OI) today announced financial results
for the third quarter ended September 30, 2026. Key financial results are summarized below:
Net Sales
$M
Earnings Before Income
Taxes
$M
Net Earnings (Loss)
Attributable to the Company
$M
Net Earnings (Loss) Attributable to the
Company
Per Share
3Q26 3Q25 3Q26 3Q25 3Q26 3Q25 3Q26 3Q25
Reported $1,623 $1,653 $34 $58 ($13) $30 ($0.08) $0.19
Segment Operating Profit
$M
Adjusted EBITDA
$M
Adjusted Earnings
Adjusted Earnings (Loss) Per Share (Diluted)
3Q26 3Q25 3Q26 3Q25 3Q26 3Q25
Adjusted (non-GAAP)1 $139 $235 $234 $329 ($0.09) $0.48
THIRD QUARTER 2026 HIGHLIGHTS
▪ Net sales were approximately $1.6 billion, down 2 percent from the prior-year period. Favorable currency
translation partially offset slightly lower selling prices and a 2 percent decline in sales volume2.
▪ Net earnings were a loss of $13 million, or $0.08 per share, while adjusted earnings reflected a loss of $15
million, or $0.09 per share. Adjusted EBITDA was $234 million, earnings before income taxes was $34 million,
and segment operating profit was $139 million.
▪ Results were below the prior-year period primarily due to net price pressure and an unusually high tax rate.
Earnings lagged management's expectations as energy and freight costs were approximately $15 million higher
than originally anticipated in Europe.
▪ Americas segment operating profit was down slightly from the prior-year period amid commercial headwinds.
▪ Europe segment operating profit was down significantly from the prior-year period, primarily due to net price
pressure. The company made progress improving plant efficiency following first-half restructuring.
▪ Fit to Win delivered approximately $50 million of benefits during the quarter. O-I now targets approximately
$180 million of benefits in 2026 and continues to expect at least $650 million of cumulative savings by 2027.
▪ The company now expects 2026 adjusted EBITDA of $925 to $950 million, below its prior outlook due to
elevated energy and freight inflation, softer demand, and pace of recovery in Europe.
1 Measures labeled 'non-GAAP' or 'adjusted' are non-GAAP financial measures. Definitions of the non-GAAP measures, as well as reconciliations of the non-GAAP measures to their most directly comparable GAAP measures are contained elsewhere in this news release.
2 Measured in tons and excludes the impact of divestitures.
“Third-quarter results demonstrated continued resilience in the Americas, while Europe
remained well below our expectations. Commercial pressures and elevated energy and
freight costs weighed on results, compounded by internal supply-chain challenges that we
are actively addressing. We are beginning to see initial progress, with improving European
production efficiency, better sequential shipment trends and continued Fit to Win cost
reductions.
Our focus now is converting that initial progress into stronger commercial performance,
lower costs and improved margins. While near-term energy and trade conditions remain
uncertain, the actions underway, together with continued resilience in the Americas, are
expected to support higher adjusted earnings and free cash flow in 2027 and strengthen
the foundation for long-term value creation.”
GORDO N HARDI E – CHIEF EXECUTIVE OFFICER
O-I Glass, Inc. U N L E A S H I N G T H E P O W E R O F G L A S S | 2
THIRD QUARTER 2026 RESULTS
OCTOBER 27, 2026
AMERICAS SEGMENT
Changes in Net Sales and Segment Operating Profit
$M 3Q25 Currency Price/Net Price Sales Vol//Mix Operating Cost 3Q26
Net Sales $940 $42 $15
+1.6%
($27)
-1.3% in tons
-- $970
Segment Operating Profit
% Margins
$140
14.9%
$10 ($6) ($10) $3 $137
14.1%
Net sales in the Americas were $970 million, up more than 3 percent from the prior-year period. A 1.6 percent
increase in selling prices and favorable currency translation more than offset a 1.3 percent decline in sales volume,
measured in tons. Strong shipment growth in Latin America largely offset headwinds in North America.
Segment operating profit was $137 million, down slightly from the prior-year period, as Fit to Win benefits and
favorable currency translation mostly offset lower volume and unfavorable net price. The prior year benefited from
a $6 million one-time insurance claim that did not repeat.
EUROPE SEGMENT
Changes in Net Sales and Segment Operating Profit
$M 3Q25 Currency Price/Net Price Sales Vol//Mix Operating Cost 3Q26
Net Sales $688 ($7) ($26)
-3.8%
($21)
-3.7% in Tons
-- $634
Segment Operating Profit
% Margins
$95
13.8%
($3) ($91) ($4) $5 $2
0.3%
Net sales in Europe were $634 million, down 8 percent from the prior-year period. The decline reflected 3.8
percent lower selling prices, a 3.7 percent decrease in sales volume, measured in tons, and unfavorable currency
translation. Shipments increased in Northern Europe, while Southern Europe remained under pressure, particularly
in wine – a category that continues to suffer declining consumer and export volumes.
Segment operating profit was $2 million, compared with $95 million in the prior-year period. The decline was
primarily driven by unfavorable net price, reflecting competitive pricing pressure and elevated energy and freight
costs which were approximately $15 million above management’s expectations entering the quarter. Favorable
operating costs offset the impact of lower sales volume. One-time items provided a year-over-year net unfavorable
impact of $2 million.
Europe’s year-to-date segment operating profit is down significantly in 2026. Commercial pressures and elevated
energy and freight costs have weighed on results, with internal supply-chain challenges compounding these
headwinds. The company has established a detailed recovery plan focused on improving commercial performance,
managing energy costs, as well as driving plant and supply-chain efficiencies. These actions are expected to help
improve adjusted earnings and free cash flow in 2027.
FIT TO WIN
Fit to Win remains central to O-I’s strategy to strengthen competitiveness and cash generation. The program
delivered approximately $50 million of benefits during the third quarter ($135 million year-to-date) which more
than offset the impact of higher freight and maintenance costs, lower joint venture performance, and one-time
items. Compared to its prior outlook of at least $200 million in Fit to Win benefits, O-I now expects approximately
$180 million of net benefits this year given the pace of recovery in Europe. Those opportunities are expected to
shift to next year as the company continues to target at least $650 million of cumulative Fit to Win benefits by the
end of 2027.
O-I Glass, Inc. U N L E A S H I N G T H E P O W E R O F G L A S S | 3
THIRD QUARTER 2026 RESULTS
OCTOBER 27, 2026
BUSINESS OUTLOOK
2026 Guidance
Current Prior 2025 Actual
Adjusted EBITDA ($M) $925-$950 $1,000-$1,100 $1,218
Free Cash Flow ($M) ~ ($300) ($50-$150) $168
Leverage Ratio 4.5 – 5.0x ≥ 4x 3.5x
O-I has updated its 2026 business outlook and now expects adjusted EBITDA of approximately $925 to $950 million
and a free cash flow use of approximately $300 million. The revised outlook primarily reflects continued soft demand
including the potential impact of U.S.-Canada trade disputes, further energy related cost inflation, slower pace of
recovery in Europe and higher inventory levels due to softer shipments. Liquidity was approximately $1.5 billion at
the end of the third quarter and O-I expects its net debt leverage ratio will approximate 4.5 to 5.0 times at year
end.
For 2027, the company expects higher net sales, adjusted EBITDA, and free cash flow, supported by the company’s
efforts to improve net price, maintain stable sales volumes, and reduce operating costs through Fit to Win. Given
evolving commercial, energy, and global trade conditions, among other factors, O-I is no longer maintaining its 2027
targets and plans to provide 2027 guidance on its 2026 year-end earnings call.
In late October 2026, the company decided to initiate a process with employee representatives regarding the
proposed permanent closure of a production facility in Europe. No final decision will be made until that process is
complete. As a result, the company currently estimates related charges of approximately $100 million to $120
million will be recorded in the fourth quarter of 2026, including approximately $40 million to $50 million of future
cash expenditures.
Updated 2026 guidance reflects the company’s current expectations for sales and production volumes, mix, and
working capital trends. However, the outlook for adjusted EBITDA and free cash flow remains subject to
macroeconomic uncertainty, including conflicts in the Middle East, currency movements, energy and raw material
costs, supply-chain disruptions, labor availability, changes in trade or immigration policies, and the execution of
global profitability improvement initiatives.
“Our revised 2026 outlook reflects additional pressure from energy and freight cost inflation,
continued soft demand and the slower pace of recovery in Europe. While these factors are
weighing on near-term results and cash flow, our liquidity remains strong and we are
committed to financial and operational discipline and execution.
Looking ahead, we expect higher adjusted earnings and free cash flow in 2027, supported
by improved commercial and operational performance in Europe, additional Fit to Win
benefits, and continued resilience in the Americas. We remain focused on converting these
actions into measurable financial improvement, strengthening free cash flow, and reducing
leverage. We will provide specific 2027 guidance with our year-end results.”
JOHN HAUDRICH – CHIEF FINANCIAL OFFICER
O-I Glass, Inc. U N L E A S H I N G T H E P O W E R O F G L A S S | 4
THIRD QUARTER 2026 RESULTS
OCTOBER 27, 2026
Contacts :
Chris Manuel
VP, Investor Relations
567-336-2600
Chris.Manuel@o-i.com
Sasha Sekpeh
Investor Relations
567-336-5128
NON-GAAP FINANCIAL MEASURES
The company uses certain non-GAAP financial measures, which are measures of its historical or future financial
performance that are not calculated and presented in accordance with GAAP, within the meaning of applicable SEC
rules. Management believes that its presentation and use of certain non-GAAP financial measures, including adjusted
earnings, adjusted earnings per share, free cash flow, segment operating profit, segment operating profit margin,
EBITDA, adjusted EBITDA, net debt, leverage ratio and adjusted effective tax rate provide relevant and useful
supplemental financial information that is widely used by analysts and investors, as well as by management in assessing
both consolidated and business unit performance. These non-GAAP measures are reconciled to the most directly
comparable GAAP measures and should be considered supplemental in nature and should not be considered in
isolation or be construed as being more important than comparable GAAP measures.
Adjusted earnings relates to net earnings (loss) attributable to the company, exclusive of items management
considers not representative of ongoing operations and other adjustments because such items are not reflective of
the company’s principal business activity, which is glass container production. Adjusted earnings are divided by
weighted average shares outstanding (diluted) to derive adjusted earnings per share. Segment operating profit
relates to earnings (loss) before interest expense, net, and before income taxes and is also exclusive of items
management considers not representative of ongoing operations as well as certain retained corporate costs and
other adjustments. Segment operating profit margin is calculated as segment operating profit divided by segment
net sales. EBITDA refers to net earnings, excluding gains or losses from discontinued operations, interest expense,
net, provision for income taxes, depreciation and amortization of intangibles. Adjusted EBITDA refers to EBITDA,
exclusive of items management considers not representative of ongoing operations and other adjustments. Net
C O N F E R E N C E C A L L / W E B C A S T
Q3 2026: October 28, 2026 at 8:00 a.m. ET
Q4 2026: February 3, 2027
Notice: Beginning with its fourth-quarter 2026 results, O-I expects to release its
earnings materials, including the earnings release and presentation, approximately
one hour before the scheduled earnings call on the day of the call. The change
reflects the anticipated move to extended (23-hour, five-day) trading on the New
York Stock Exchange. Earnings materials and the webcast will be available at
www.o-i.com/investors
WW
investors.o-i.com
ABOUT O-I GLASS
At O-I Glass, Inc. (NYSE: OI), we are proud to be one of the leading producers of glass bottles and jars around
the globe. Glass is not only beautiful, it is also pure, healthy, and completely recyclable, making it the most
sustainable rigid packaging material. Headquartered in Perrysburg, Ohio (USA), O-I is the preferred partner for
many of the world’s leading food and beverage brands. We innovate in line with customers’ needs to create
iconic packaging that builds brands around the world. Led by our diverse team of approximately 19,000 people
across 61 plants in 18 countries, O-I achieved revenues of $6.4 billion in 2025.
O-I is an S&P Small cap 600 member and a component of more than 100 Exchange Traded Funds from iShares,
Vanguard, Schwab, Invesco and other firms.
To learn more, visit: www.o-i.com
O-I Glass, Inc. U N L E A S H I N G T H E P O W E R O F G L A S S | 5
THIRD QUARTER 2026 RESULTS
OCTOBER 27, 2026
debt refers to total debt less cash. Leverage ratio refers to net debt divided by Adjusted EBITDA. Adjusted effective
tax rate relates to provision for income taxes, exclusive of items management considers not representative of
ongoing operations and other adjustments divided by earnings (loss) before income taxes, exclusive of items
management considers not representative of ongoing operations and other adjustments. Management uses adjusted
earnings, adjusted earnings per share, segment operating profit, segment operating profit margin, EBITDA, Adjusted
EBITDA, net debt, leverage ratio and adjusted effective tax rate to evaluate its period-over-period operating
performance because it believes these provide useful supplemental measures of the results of operations of its
principal business activity by excluding items that are not reflective of such operations. The above non-GAAP
financial measures may be useful to investors in evaluating the underlying operating performance of the company’s
business as these measures eliminate items that are not reflective of its principal business activity.
Further, free cash flow relates to cash provided by operating activities less cash payments for property, plant, and
equipment. Management has historically used free cash flow to evaluate its period-over-period cash generation
performance because it believes these have provided useful supplemental measures related to its principal business
activity. It should not be inferred that the entire free cash flow amount is available for discretionary expenditures,
since the company has mandatory debt service requirements and other non-discretionary expenditures that are not
deducted from these measures. Management uses non-GAAP information principally for internal reporting,
forecasting, budgeting and calculating compensation payments.
The company routinely posts important information on its website – www.o-i.com/investors.
FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking” statements related to O-I Glass, Inc. (“O-I Glass” or the “Company”)
within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and
Section 27A of the Securities Act of 1933, as amended. Forward-looking statements reflect the Company’s current
expectations and projections about future events at the time, and thus involve uncertainty and risk. The words
“believe,” “expect,” “anticipate,” “will,” “could,” “would,” “should,” “may,” “plan,” “estimate,” “intend,” “predict,”
“potential,” “continue,” “target,” “commit,” and the negatives of these words and other similar expressions generally
identify forward-looking statements.
It is possible that the Company’s future financial performance may differ from expectations due to a variety of
factors including, but not limited to the following: (1) the Company’s ability to achieve expected benefits from cost
management, efficiency improvements, and profitability initiatives, such as its Fit to Win initiative, including expected
impacts from production curtailments, reduction in force and furnace closures, (2) the Company’s ability to achieve
expected benefits from its European recovery plan within the anticipated timeframe, including recovering cost
inflation, improving its commercial performance, managing energy cost, securing profitable volume, and improving
plant efficiency through Fit to Win and optimizing logistics, (3) the general credit, financial, political, economic, legal
and competitive conditions in markets and countries where the Company has operations, including uncertainties
related to economic and social conditions, trade policies and disputes, financial market conditions, disruptions in
the supply chain, competitive pricing pressures, inflation or deflation, changes in tax rates, changes in laws or policies,
legal proceedings involving the Company, war, civil disturbance or acts of terrorism, natural disasters, public health
issues and weather, (4) cost and availability of raw materials, labor, energy and transportation (including impacts
related to the current conflicts in the Middle East and between Russia and Ukraine and disruptions in supply of raw
materials caused by transportation delays), (5) competitive pressures from other glass container producers and
alternative forms of packaging or consolidation among competitors and customers, (6) changes in consumer
preferences or customer inventory management practices, (7) the continuing consolidation of the Company’s
customer base, (8) risks related to the development, deployment and use of artificial intelligence technologies, (9)
the Company’s inability to improve glass melting technology in a cost-effective manner and introduce productivity,
process and network optimization actions, (10) unanticipated supply chain and operational disruptions, including
higher capital spending, (11) seasonality of customer demand, (12) the failure of the Company’s joint venture
partners to meet their obligations or commit additional capital to the joint venture, (13) labor shortages, labor cost
O-I Glass, Inc. U N L E A S H I N G T H E P O W E R O F G L A S S | 6
THIRD QUARTER 2026 RESULTS
OCTOBER 27, 2026
increases or strikes, (14) the Company’s ability to acquire or divest businesses, acquire and expand plants, integrate
operations of acquired businesses and achieve expected benefits from acquisitions, divestitures or expansions, (15)
the Company’s ability to generate sufficient future cash flows to ensure the Company’s goodwill is not impaired,
(16) any increases in the underfunded status of the Company’s pension plans, (17) any failure or disruption of the
Company’s information technology, or those of third parties on which the Company relies, or any cybersecurity or
data privacy incidents affecting the Company or its third-party service providers, (18) risks related to the Company’s
indebtedness or changes in capital availability or cost, including interest rate fluctuations and the ability of the
Company to generate cash to service indebtedness and refinance debt on favorable terms, (19) risks associated
with operating in foreign countries, (20) foreign currency fluctuations relative to the U.S. dollar, (21) changes in tax
laws or global trade policies, (22) the Company’s ability to comply with various environmental legal requirements,
(23) risks related to recycling and recycled content laws and regulations, (24) risks related to climate-change and
air emissions, including related laws or regulations and increased ESG scrutiny and changing expectations from
stakeholders, and the other risk factors discussed in the Company's filings with the Securities and Exchange
Commission.
It is not possible to foresee or identify all such factors. Any forward-looking statements in this document are based
on certain assumptions and analyses made by the Company in light of its experience and perception of historical
trends, current conditions, expected future developments, and other factors it believes are appropriate in the
circumstances. Forward-looking statements are not a guarantee of future performance and actual results or
developments may differ materially from expectations. While the Company continually reviews trends and
uncertainties affecting the Company’s results of operations and financial condition, the Company does not assume
any obligation to update or supplement any particular forward-looking statements contained in this document,
except where we are expressly required to do so by law.
O-I GLASS, INC.
Condensed Consolidated Results of Operations
(Dollars in millions, except per share amounts)
Three
months ended
September 30
Nine
months ended
September 30
Unaudited
2026
2025
2026
2025
Net
sales
$
1,623
$
1,653
$
4,830
$
4,926
Cost
of goods sold
(1,428
)
(1,353
)
(4,222
)
(4,047
)
Gross
profit
195
300
608
879
Selling
and administrative expense
(88
)
(105
)
(261
)
(318
)
Research,
development and engineering expense
(7
)
(8
)
(26
)
(33
)
Interest
expense, net
(86
)
(91
)
(251
)
(257
)
Equity
earnings
23
31
78
82
Other
expense, net (incl. goodwill impairment)
(3
)
(69
)
(994
)
(270
)
Earnings
(loss) before income taxes
34
58
(846
)
83
Provision
for income taxes
(39
)
(21
)
(195
)
(57
)
Net
earnings (loss)
(5
)
37
(1,041
)
26
Net
earnings attributable to noncontrolling interests
(8
)
(7
)
(17
)
(17
)
Net
income (loss) attributable to the Company
$
(13
)
$
30
$
(1,058
)
$
9
Basic
earnings per share:
Net
income (loss) attributable to the Company
$
(0.08
)
$
0.19
$
(6.90
)
$
0.06
Weighted
average shares outstanding (thousands)
153,812
153,571
153,335
153,757
Diluted
earnings per share:
Net
income (loss) attributable to the Company
$
(0.08
)
$
0.19
$
(6.90
)
$
0.06
Diluted
average shares (thousands)
153,812
155,215
153,335
155,406
O-I
GLASS, INC.
Condensed
Consolidated Balance Sheets
(Dollars
in millions)
Unaudited
September 30,
December 31,
September 30,
2026
2025
2025
Assets
Current
assets:
Cash
and cash equivalents
$
379
$
759
$
556
Trade
receivables, net
867
601
891
Inventories
944
1,002
982
Prepaid
expenses and other current assets
297
239
231
Total
current assets
2,487
2,601
2,660
Property,
plant and equipment, net
3,397
3,447
3,441
Goodwill,
net
580
1,487
1,480
Intangibles,
net
168
188
193
Other
assets
1,369
1,520
1,484
Total
assets
$
8,001
$
9,243
$
9,258
Liabilities
and Share Owners' Equity
Current
liabilities:
Accounts
payable
$
1,099
$
1,201
$
1,081
Short-term
loans and long-term debt due within one year
183
162
170
Other
liabilities
657
726
742
Total
current liabilities
1,939
2,089
1,993
Long-term
debt
4,736
4,837
4,946
Other
long-term liabilities
790
872
849
Share
owners' equity
536
1,445
1,470
Total
liabilities and share owners' equity
$
8,001
$
9,243
$
9,258
O-I
GLASS, INC.
Condensed
Consolidated Cash Flows
(Dollars
in millions)
Unaudited
Three
months ended
September 30
Nine
months ended
September 30
2026
2025
2026
2025
Cash
flows from operating activities:
Net
earnings (loss)
$
(5
)
$
37
$
(1,041
)
$
26
Non-cash
charges (credits)
Depreciation
and amortization
124
123
365
361
Deferred
tax provision (benefit)
3
(30
)
14
(36
)
Pension
expense
9
8
26
23
Stock-based
compensation expense
5
4
10
12
Goodwill
impairment
873
Change
in European valuation allowance on deferred tax assets
96
Restructuring,
asset impairment and related charges
5
60
60
255
Legacy
environmental charge
4
(Gain)
loss on sale of joint venture and miscellaneous assets
(11
)
(1
)
34
(7
)
Cash
payments
Pension
contributions
(6
)
(11
)
(21
)
(25
)
Cash
paid for restructuring activities
(51
)
(31
)
(141
)
(109
)
Legacy
environmental settlement paid
(17
)
(17
)
Change
in components of working capital
(a)
156
97
(225
)
(238
)
Other,
net
(b)
(64
)
(25
)
(85
)
(51
)
Cash
provided by (utilized in) operating activities
165
214
(35
)
198
Cash
flows from investing activities:
Cash
payments for property, plant and equipment
(81
)
(100
)
(318
)
(339
)
Net
cash proceeds on sale of joint venture and misc. assets
17
8
24
26
Net
cash receipts (payments) from hedging activities
4
(2
)
4
Cash
utilized in investing activities
(64
)
(88
)
(296
)
(309
)
Cash
flows from financing activities:
Changes
in borrowings, net
(62
)
(15
)
(31
)
(21
)
Shares
repurchased
(10
)
(10
)
(30
)
Payment
of finance fees
(12
)
(7
)
(12
)
Net
cash receipts (payments) for hedging activity
1
(17
)
3
(23
)
Distributions
to non-controlling interests
(2
)
(12
)
(10
)
Other,
net
(c)
(4
)
(7
)
Cash
utilized in financing activities
(61
)
(56
)
(61
)
(103
)
Effect
of exchange rate fluctuations on cash
(1
)
12
36
Change
in cash
40
69
(380
)
(178
)
Cash
at beginning of period
339
487
759
734
Cash
at end of period
$
379
$
556
$
379
$
556
(a)
The
Company uses various factoring programs to sell certain receivables to financial institutions
as part of managing its cash flows. At September 30, 2026, December 31, 2025 and
September 30, 2025, the amount of receivables sold by the Company was $457 million,
$531 million and $452 million, respectively. For the nine months ended September 30,
2026 and 2025, the Company's use of its factoring programs resulted in an increase of $74
million and  $83 million to cash utilized in operating activities, respectively.
(b)
Other,
net includes other non-cash charges plus other changes in non-current assets and liabilities.
(c)
Other,
net includes share settlement activity
O-I
GLASS, INC.
Reportable
Segment Information and Reconciliation to Earnings Before Income Taxes
(Dollars
in millions)
Unaudited
Three
months ended
September 30
Nine
months ended
September 30
2026
2025
2026
2025
Net
sales:
Americas
$
970
$
940
$
2,790
$
2,756
Europe
634
688
1,993
2,095
Reportable
segment totals
1,604
1,628
4,783
4,851
Other
19
25
47
75
Net
sales
$
1,623
$
1,653
$
4,830
$
4,926
Earnings
(loss) before income taxes
$
34
$
58
$
(846
)
$
83
Items
excluded from segment operating profit:
Retained
corporate costs and other
27
26
81
80
Items
not considered representative of ongoing operations
(a)
(8
)
60
965
249
Interest
expense, net
86
91
251
257
Segment
operating profit
(b)
:
$
139
$
235
$
451
$
669
Americas
$
137
$
140
$
444
$
416
Europe
2
95
7
253
Reportable
segment totals
$
139
$
235
$
451
$
669
Ratio
of earnings before income taxes to net sales
2.1%
3.5%
-17.5%
1.7%
Segment
operating profit margin
(c)
:
Americas
14.1%
14.9%
15.9%
15.1%
Europe
0.3%
13.8%
0.4%
12.1%
Reportable
segment margin totals
8.7%
14.4%
9.4%
13.8%
(a)
Reference
reconciliation for adjusted earnings.
(b)
Segment
operating profit consists of consolidated earnings before interest income, interest expense,net, and provision for income taxes and
excludes amounts related to certain items that management considers not representative of ongoing operations as well as certain retained
corporate costs and other adjustments.
The
Company presents information on segment operating profit because management believes that it provides investors with a measure of
operating performance separate from the level of indebtedness or other related costs of capital.  The most directly comparable
GAAP financial measure to segment operating profit is earnings before income taxes.  The Company presents segment operating
profit because management uses the measure, in combination with net sales and selected cash flow information, to evaluate performance
and to allocate resources.
(c)
Segment
operating profit margin is segment operating profit divided by segment net sales.
O-I
GLASS, INC.
Reconciliation
for Adjusted Earnings
(Dollars
in millions, except per share amounts)
The
reconciliation below describes the items that management considers not representative of ongoing operations.
Unaudited
Three
months ended
September 30
Nine
months ended
September 30
2026
2025
2026
2025
Net
income( loss) attributable to the Company
$
(13
)
$
30
$
(1,058
)
$
9
Items
impacting other income (expense), net:
Goodwill
impairment
873
Restructuring,
asset impairment and other charges
3
61
58
252
Legacy
environmental charge
4
Loss
(gain) on sale of joint venture and miscellaneous assets
(11
)
(1
)
34
(7
)
Items
impacting interest expense:
Charges
for note repurchase premiums and write-off of deferred finance fees and related charges
7
1
7
Items
impacting income tax:
Change
in European valuation allowance on deferred tax assets
96
European
investment tax incentive
(22
)
Deferred
tax benefits
(21
)
(21
)
Net
expense (benefit) for income tax on items above
2
(1
)
(1
)
(4
)
Items
impacting net earnings attributable to  noncontrolling interests:
Net
impact of noncontrolling interests on items above
4
5
Total
adjusting items (non-GAAP)
$
(2
)
$
45
$
1,066
$
209
Adjusted
earnings (loss) (non-GAAP)
$
(15
)
$
75
$
8
$
219
Diluted
average shares (thousands)
153,812
155,215
153,335
155,406
Net
income (loss) attributable to the Company (diluted)
$
(0.08
)
$
0.19
$
(6.90
)
$
0.06
Adjusted
earnings (loss) per share (non-GAAP) (a)
$
(0.09
)
$
0.48
$
0.05
$
1.41
(a)
For
purposes of computing adjusted earnings per share, the diluted average shares (in thousands)
are 154,740 for the three months ended September 30, 2026.
For
purposes of computing adjusted earnings per share, the diluted average shares (in thousands) are 154,810
for the nine months ended September 30, 2026.
The
Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, adjusted earnings, for the periods
ending after September 30, 2026 to its most directly comparable GAAP financial measure, net earnings (loss) attributable to the
Company, because management cannot reliably predict all of the necessary components of this GAAP financial measure without unreasonable
efforts. Net earnings (loss) attributable to the Company includes several significant items, such as restructuring charges, asset impairment
charges, charges for the write-off of finance fees, and the income tax effect on such items. The decisions and events that typically
lead to the recognition of these and other similar items are complex and inherently unpredictable, and the amount recognized for each
item can vary significantly. Accordingly, the Company is unable to provide a reconciliation of adjusted earnings to net earnings (loss)
attributable to the Company or address the probable significance of the unavailable information, which could be material to the Company's
future financial results.
O-I
GLASS, INC.
Changes
in Net Sales and Segment Operating Profit for Reportable Segments
(Dollars
in millions)
Unaudited
Three
months ended September 30
Americas
Europe
Total
Net
sales for reportable segments- 2025
$
940
$
688
$
1,628
Effects
of changing foreign currency rates
(a)
42
(7
)
35
Price
15
(26
)
(
11
)
Sales
volume & mix
(27
)
(21
)
(48
)
Total
reconciling items
30
(54
)
(24
)
Net
sales for reportable segments- 2026
$
970
$
634
$
1,604
Three
months ended September 30
Americas
Europe
Total
Segment
operating profit - 2025
$
140
$
95
$
235
Effects
of changing foreign currency rates
(a)
10
(3
)
7
Net
price (net of cost inflation)
(6
)
(91
)
(97
)
Sales
volume & mix
(10
)
(4
)
(14
)
Operating
costs
3
5
8
Total
reconciling items
(3
)
(93
)
(96
)
Segment
operating profit - 2026
$
137
$
2
$
139
Nine
months ended September 30
Americas
Europe
Total
Net
sales for reportable segments- 2025
$
2,756
$
2,095
$
4,851
Effects
of changing foreign currency rates
(a)
143
72
215
Price
74
(94
)
(20
)
Sales
volume & mix
(183
)
(80
)
(263
)
Total
reconciling items
34
(102
)
(68
)
Net
sales for reportable segments- 2026
$
2,790
$
1,993
$
4,783
Nine
months ended September 30
Americas
Europe
Total
Segment
operating profit - 2025
$
416
$
253
$
669
Effects
of changing foreign currency rates
(a)
27
1
28
Net
price (net of cost inflation)
26
(252
)
(226
)
Sales
volume & mix
(35
)
(13
)
(48
)
Operating
costs
10
18
28
Total
reconciling items
28
(246
)
(218
)
Segment
operating profit - 2026
$
444
$
7
$
451
(a)
Currency
effect on net sales and segment operating profit determined by using 2026 foreign currency
exchange rates to translate 2025 local currency results.
Unaudited
O-I
GLASS, INC.
Reconciliation to Free Cash Flow
(Dollars in millions)
Previous
Forecast
Current
Forecast
Year
Ended
for
Year Ended
for
Year Ended
December
31, 2025
December
31, 2026
December
31, 2026
Cash
provided by operating activities
$
600
$
275
to 375
$
125
Cash
payments for property, plant and equipment
(432)
(425)
(425)
Free
cash flow (non-GAAP)
$
168
$
(50)
to (150)
$
(300)
The
Company is unable to present a quantitative reconciliation of its forward-looking non-GAAP measure, free cash flow, for all periods after
2026 to its most directly comparable U.S. GAAP financial measure, cash provided by operating activities, without unreasonable effort.
This is due to potentially high variability, complexity and low visibility, in the relevant future periods, of components of cash provided
by operating activities and cash spent on property, plant and equipment, as well as items that would be excluded from cash provided by
operating activities.  The variability of these excluded items and other components of cash provided by operating activities may
have a significant, and potentially unpredictable, impact on the Company's future financial results.
O-I
GLASS, INC.
Reconciliation to Adjusted EBITDA
(Dollars in millions)
Quarter
Ended
Year
Ended
Quarter
Ended
September 30,
2025
December 31,
2025
September 30,
2026
Net
Income (Loss)
$
37
$
(103)
$
(5)
Interest
expense (net)
91
341
86
Provision
for income taxes
21
54
39
Depreciation
98
391
101
Amortization
of intangibles
22
88
21
EBITDA
269
771
242
Items
not considered representative of ongoing operations
60
447
(8)
Adjusted
EBITDA (non-GAAP)
$
329
$
1,218
$
234
For
the periods ending after September 30, 2026, the Company is unable to present a quantitative reconciliation of its forward-looking
non-GAAP measure, adjusted EBITDA, to its most directly comparable U.S. GAAP financial measure, net loss attributable to the Company,
because management cannot reliably predict all of the necessary components of this U.S. GAAP financial measure without unreasonable efforts. Net
loss attributable to the Company includes several significant items, such as restructuring, asset impairment and other charges, charges
for the write-off of finance fees, and the income tax effect on such items.  The decisions and events that typically lead to the
recognition of these and other similar non-GAAP adjustments are inherently unpredictable as to if and when they may occur.  The
inability to provide a reconciliation is due to that unpredictability and the related difficulties in assessing the potential financial
impact of the non-GAAP adjustments.  For the same reasons, the Company is unable to address the probable significance of the unavailable
information, which could be material to the Company’s future financial results.
O-I
GLASS, INC.
Reconciliation
to Adjusted EBITDA, Net Debt and Leverage Ratio
(Dollars
in millions)
Unaudited
Year
Ended
December 31, 2025
Net
Loss
$
(103)
Interest
expense (net)
341
Provision
for income taxes
54
Depreciation
391
Amortization
of intangibles
88
EBITDA
771
Items
not considered representative of ongoing operations
447
Adjusted
EBITDA (non-GAAP)
$
1,218
Total
debt
$
4,999
Less
cash
759
Net
debt (non-GAAP)
$
4,240
Leverage
ratio (Net debt divided by Adjusted EBITDA)
3.5
For
the periods ending after September 30, 2026, the Company is unable to present a quantitative reconciliation of its forward-looking
non-GAAP measure, leverage ratio, which is defined as total debt less cash divided by Adjusted EBITDA, to its most directly comparable
U.S. GAAP financial measure,  Net earnings,  because management cannot reliably predict all of the necessary components
of this U.S. GAAP financial measure without unreasonable efforts. Net earnings includes several significant items, such as restructuring,
asset impairment and other charges, charges for the write-off of finance fees, and the income tax effect on such items. The decisions
and events that typically lead to the recognition of these and other similar non-GAAP adjustments are inherently unpredictable as to
if and when they may occur.  The inability to provide a reconciliation is due to that unpredictability and the related difficulties
in assessing the potential financial impact of the non-GAAP adjustments.  For the same reasons, the Company is unable to address
the probable significance of the unavailable information, which could be material to the Company’s future financial results.
O-I
GLASS, INC.
Reconciliation
to Total Liquidity
(Dollars
in millions)
As
of
September 30, 2026
Revolving
Credit Facility Capacity (non-GAAP)
$
1,154
Plus
Cash
379
Total
Liquidity (non-GAAP)
$
1,533