Every material Form 8-K Alcoa has filed with the SEC since January 22, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Alcoa reported third quarter 2026 results on October 15, 2026, with net income attributable to Alcoa of $483 million, or $1.81 per diluted share, up from $407 million in the second quarter. Revenue fell 7% sequentially to $3.7 billion, and adjusted EBITDA excluding special items declined to $789 million from $901 million, so shareholders see higher reported profit alongside weaker sequential operating measures. The company also reaffirmed its 2026 production and shipment projections and said it closes the AliGroup acquisition in the first half of 2027.
Revenue was $3.704 billion, down from $3.966 billion in Q2 2026 but up from $2.995 billion in Q3 2025.
Adjusted earnings were $1.82 per share, down from $2.12 in Q2 2026; adjusted net income was $485 million.
Cash balance ended the quarter at $4.4 billion, including $2.6 billion of financing obtained for the AliGroup acquisition.
For Q4 2026, Aluminum segment Adjusted EBITDA is expected to face about $30 million of unfavorable raw material and maintenance impacts, and interest expense is projected at about $185 million for the year.
Alcoa's subsidiaries completed a $2.6 billion private sale of senior notes due 2034 and 2036, with proceeds and cash on hand intended to fund the approximately $3.1 billion cash portion of the proposed South32 bauxite, alumina and aluminum smelter acquisition. The notes must be redeemed at 100% of principal plus accrued interest if the acquisition is not completed by the Special Mandatory Redemption End Date, which is at least June 29, 2027, and the company terminated its 364-day bridge loan commitments for the deal.
$1.5 billion of 6.625% senior notes due 2034 issued by Alumina Pty Ltd and $1.1 billion of 6.875% senior notes due 2036 issued by Alcoa Nederland Holding B.V.
Proceeds plus cash on hand are intended to fund the approximately $3.1 billion cash portion of the South32 acquisition and related fees and expenses.
If the acquisition is not completed by June 29, 2027, or a later date under the Deed, the notes must be redeemed at 100% of principal plus accrued interest.
Concurrently with the notes closing, Alcoa terminated all remaining commitments under its 364-day senior unsecured bridge term loan facility.
Alcoa reported second quarter 2026 revenue of $3,966 million, a quarterly record, and net income attributable to the company of $407 million, or $1.53 per diluted share, down from $425 million and $1.60 in the first quarter. The company also lowered its 2026 alumina production and shipment projections because of lower output at its Pinjarra, Australia refinery, a mixed picture for shareholders.
Revenue of $3,966 million rose 24 percent sequentially from $3,193 million in the first quarter and was up from $3,018 million in the second quarter of 2025.
Adjusted earnings per share were $2.12, up from $1.40 in the first quarter, excluding net special items of $155 million.
2026 alumina production projection cut to 9.5 to 9.6 million metric tons, and alumina shipments projection cut to 11.5 to 11.6 million metric tons.
Alcoa entered a definitive agreement on June 30, 2026 to acquire South32's bauxite, alumina and aluminum assets for upfront consideration of about $4.1 billion, plus a contingent value right of up to $750 million.
On June 30, 2026, Alcoa agreed to acquire South32's interests in bauxite mine, alumina refinery and aluminum smelter operations for $3.1 billion in cash plus about 17 million Alcoa shares, with an agreed value of about $1 billion, plus a contingent payment of up to $750 million. The deal is expected to close in the first half of 2027, subject to South32 shareholder and regulatory approvals, and Alcoa has a bridge loan commitment from Goldman Sachs Bank USA of up to $3.1 billion to help fund the cash portion.
Upfront consideration: $3.1 billion in cash, subject to adjustments, plus about 17 million Alcoa shares, roughly 6% of shares outstanding after issuance
At least half of the shares will be distributed to South32 shareholders in a specie distribution; the rest may be sold by South32 in an orderly manner
Contingent value right: up to $750 million in cash over four annual periods starting July 1, 2026, based on alumina and aluminum prices exceeding agreed strike prices
Expected closing in the first half of 2027; termination payments of $41 million or $82 million to Alcoa and $82 million from Alcoa in certain cases
At its May 6, 2026 annual meeting, Alcoa stockholders approved an amended stock and incentive compensation plan that raises the authorized share count from 30,000,000 to 38,000,000 and extends the plan term to May 6, 2036. All 11 director nominees were elected to one-year terms, and PricewaterhouseCoopers LLP was ratified as auditor for 2026. A larger share pool can mean more potential dilution for existing shareholders, though the filing does not quantify that effect.
Stockholders approved the Amended Plan, raising authorized shares from 30,000,000 to 38,000,000 and extending the plan term to May 6, 2036.
All 11 director nominees were elected to one-year terms; Thomas J. Gorman received 196,582,796 votes for and 1,653,954 against.
PricewaterhouseCoopers LLP was ratified as independent auditor for 2026 with 215,964,136 votes for and 712,214 against.
The advisory vote on 2025 named executive officer compensation passed with 187,195,119 votes for and 10,898,440 against.
Alcoa and its subsidiaries signed Amendment No. 3 to their revolving credit agreement with JPMorgan Chase Bank, N.A. as administrative agent. The amendment extends the facility's maturity to June 27, 2028 and removes certain credit spread and sustainability rate adjustments, while the total commitment stays at $1.25 billion. The filing describes this as an amendment of existing financing rather than new borrowing, and it does not report any drawn amount.
Revolving facility maturity extended to June 27, 2028
Aggregate commitments remain at $1.25 billion
Credit spread adjustment and sustainability rate adjustments removed
Participating lenders received a fee of 0.05% of their commitments
Alcoa reported first quarter 2026 results on April 16, 2026, with net income attributable to the company of $425 million, or $1.60 per diluted share, up from $213 million in the prior quarter but down from $548 million a year earlier. Revenue fell to $3.2 billion from $3.449 billion in the fourth quarter of 2025 and $3.369 billion a year earlier, and the company said shipment timing affected results. For shareholders, the picture is mixed: profit improved sequentially and guidance for 2026 production and shipments was unchanged, but revenue and year-over-year profit declined.
Revenue was $3,193 million, versus $3,449 million in Q4 2025 and $3,369 million in Q1 2025.
Adjusted EPS was $1.40, versus $1.21 in Q4 2025 and $2.15 in Q1 2025; adjusted EBITDA excluding special items was $595 million, versus $855 million in Q1 2025.
Cash balance was $1.4 billion; the company will redeem the remaining $219 million of 6.125% notes due 2028 on May 15, 2026.
For Q2 2026, the company expects Alumina segment Adjusted EBITDA to be about $15 million lower sequentially and Aluminum segment Adjusted EBITDA about $55 million higher, with operational tax expense of $110 million to $120 million.
Alcoa reported fourth quarter and full year 2025 results on January 22, 2026. Full year net income attributable to Alcoa was $1.2 billion, or $4.42 per diluted share, compared with $60 million, or $0.26 per share, in 2024, and revenue rose 8 percent to $12.8 billion. For shareholders, the company also guided to higher 2026 alumina and aluminum production, though it expects first quarter 2026 segment EBITDA to fall sequentially.
Full year 2025 revenue of $12.8 billion, up from $11.895 billion in 2024, with net income of $1.170 billion attributable to Alcoa
Fourth quarter 2025 net income of $226 million, or $0.85 per diluted share, versus $232 million, or $0.88, in the third quarter
2026 outlook: Alumina production of 9.7 to 9.9 million metric tons and Aluminum production of 2.4 to 2.6 million metric tons
First quarter 2026 expected sequential EBITDA headwinds of $30 million in Alumina and $70 million in Aluminum
Alcoa reported third quarter 2025 net income attributable to the company of $232 million, or $0.88 per share, helped by an $786 million gain on the Ma'aden joint venture stake sale and a $267 million mark-to-market gain on Ma'aden shares. Excluding net special items of $238 million, including $895 million of charges for the Kwinana refinery closure, the company posted an adjusted net loss of $6 million, or $0.02 per share, and adjusted EBITDA excluding special items fell to $270 million. Alcoa's 2025 alumina and aluminum production and shipment outlook is unchanged, and it expects higher tariff costs in the fourth quarter.
Revenue was $2,995 million, down 1% from $3,018 million in the second quarter and up from $2,904 million a year earlier.
Net income attributable to Alcoa was $232 million, or $0.88 per share, versus $164 million, or $0.62 per share, in the second quarter.
Adjusted net loss was $6 million, or $0.02 per share, compared with adjusted net income of $103 million in the second quarter.
Full-year 2025 alumina and aluminum production and shipment expectations were left unchanged, and fourth quarter tariff costs on Canadian aluminum imports are expected to rise by about $50 million sequentially.
Alcoa approved the permanent closure of its 2.2 million metric ton Kwinana alumina refinery in Western Australia, which has been fully curtailed since June 2024. The company will record about $890 million in restructuring and related charges in the third quarter of 2025, and expects total cash outlays of about $600 million over the next six years.
Charges of about $890 million ($623 million after-tax, or $2.41 per share) in Q3 2025, including about $375 million of non-cash impairment charges
Expected cash outlays of about $600 million over six years, with about $75 million in Q4 2025
About 220 employees affected; demolition and remediation to begin in 2026
Severance of $41 million was previously recorded in Q1 2024
Alcoa reported second quarter 2025 revenue of $3.0 billion and net income attributable to Alcoa of $164 million, or $0.62 per diluted share, down from $548 million in the first quarter but up from $20 million a year earlier. The company lowered its 2025 aluminum shipment forecast because of the delayed San Ciprián smelter restart, which it now expects to finish by mid-2026, and it expects a $90 million to $110 million net loss from that smelter in 2025.
Revenue was $3,018 million, down 10% from $3,369 million in the first quarter and up from $2,906 million in the second quarter of 2024.
Adjusted EBITDA excluding special items was $313 million, versus $855 million in the first quarter; the company cited lower alumina and aluminum prices and about $115 million in tariff costs on Canadian aluminum imports.
The Ma'aden joint venture sale closed July 1, 2025, for total consideration of $1.35 billion; Alcoa expects a gain of approximately $780 million in the third quarter.
Alcoa reported first quarter 2025 net income attributable to the company of $548 million, or $2.07 per common share, up from $202 million in the fourth quarter of 2024 and a $252 million loss a year earlier. Revenue fell 3 percent sequentially to $3.4 billion, as higher aluminum prices offset lower shipments and tariff costs. The company also expects second quarter aluminum costs from U.S. tariffs and San Ciprián smelter restart work to weigh on results.
Adjusted EBITDA excluding special items rose to $855 million from $677 million in the fourth quarter of 2024.
Cash ended the quarter at $1.2 billion after Alcoa issued $1 billion of notes in Australia and tendered $890 million of existing debt.
For the second quarter, the Aluminum segment expects $90 million of tariff impacts on Canadian imports and $15 million of San Ciprián restart costs, partly offset by $165 million of favorable alumina costs.
Alcoa formed a joint venture with IGNIS Equity Holdings, SL, in which Alcoa owns a 75 percent interest and continues as managing operator of the San Ciprián complex.
Alcoa's wholly-owned subsidiary Alumina Pty Ltd completed an offering of $1 billion in senior notes, split equally between 6.125% notes due 2030 and 6.375% notes due 2032. The notes are guaranteed on a senior unsecured basis by Alcoa and certain of its subsidiaries, and the filing describes new debt obligations and covenants that limit liens, mergers and asset sales. The filing does not report revenue, profit or the use of proceeds.
Offering totaled $1 billion: $500 million of 6.125% senior notes due 2030 and $500 million of 6.375% senior notes due 2032.
Notes were issued March 17, 2025 under an indenture with The Bank of New York Mellon Trust Company, N.A., as trustee.
2030 notes are redeemable at the issuer's option on or after March 15, 2027; 2032 notes on or after March 15, 2028.
Holders can require repurchase at 101% of principal plus accrued interest if a change of control repurchase event occurs.
Alcoa Chairman Steven W. Williams notified the company on February 20, 2025, that he will not seek re-election to the Board at the 2025 Annual Meeting of Stockholders. He will remain chairman until his term ends at that meeting, and the filing says the decision is not due to any disagreement with the Board or the company. Board size will shrink to eleven directors after the meeting.
Steven W. Williams will not stand for re-election at the 2025 Annual Meeting of Stockholders
Williams has served as a director since Alcoa's 2016 launch as a public company and as Chairman since 2021
Board size will be reduced to eleven directors immediately upon the end of his term
The filing states the departure is not due to any disagreement with the Board or the company
Alcoa reported fourth quarter and full year 2024 results, with fourth quarter revenue of $3.5 billion and net income attributable to Alcoa of $202 million, both up sharply from the third quarter. Full year net income was $60 million, compared with a net loss of $651 million in 2023, which matters to shareholders because it shows a return to profit. The company also gave 2025 production and first quarter cost outlooks, with alumina output expected to fall and aluminum output expected to rise.
Fourth quarter 2024 revenue was $3.5 billion, up 20% sequentially from $2.9 billion in the third quarter; net income was $202 million, or $0.76 per diluted share.
Full year 2024 revenue rose 13% to $11.9 billion, and net income was $60 million, or $0.26 per share, versus a 2023 net loss of $651 million.
Full year 2024 Adjusted EBITDA excluding special items was $1.6 billion, and the company paid a quarterly dividend of $0.10 per share.
For 2025, alumina production is expected at 9.5 to 9.7 million metric tons, down from 2024, while aluminum production is expected at 2.3 to 2.5 million metric tons, up from 2024; first quarter aluminum segment impacts are expected to be unf
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