Every material Form 8-K Metallus has filed with the SEC since February 02, 2024, 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.
Metallus reported third-quarter 2026 net sales of $337.2 million, up 10% from a year earlier but down 1% from the second quarter, and net income of $23.8 million, or $0.55 per diluted share. The company expects fourth-quarter adjusted EBITDA to be lower than the third quarter and full-year 2026 adjusted EBITDA of $100 million to $105 million.
Q3 2026 adjusted EBITDA was $34.5 million, up from $29.0 million in both the second quarter of 2026 and the third quarter of 2025.
Q3 net income included a $15.7 million gain from remeasurement of benefit plans; adjusted net income was $14.9 million, or $0.35 per diluted share, versus $11.8 million, or $0.27, a year earlier.
Fourth-quarter shipments are expected to fall by a high-single-digit percentage sequentially, and annual shutdown maintenance is expected to reduce adjusted EBITDA by about $10 million to $15 million versus the third quarter.
Kristopher Westbrooks will succeed Mike Williams as chief executive officer at the end of 2026, and the company received a U.S. Defense Logistics Agency contract with an initial $125 million purchase order.
Metallus CEO Michael Williams plans to retire as CEO and resign from the Board effective December 31, 2026, and the Board has named President and Chief Operating Officer Kristopher Westbrooks as his successor effective January 1, 2027. The filing describes the change as the result of a succession planning process and does not report any financial results or guidance.
Williams retires as CEO and director effective December 31, 2026, and will be a non-executive Special Advisor through June 30, 2027, at a monthly base salary of $39,375 with no new incentive awards.
Westbrooks, age 48, becomes President and CEO and a director effective January 1, 2027; he has been President and COO since June 2025 and was previously CFO after joining in September 2018.
Westbrooks' base salary rises to $800,000 per year, his target annual award rises from 85% to 100% of base, and his target long-term equity grant rises to $2.4 million per year beginning in 2027.
Kevin A. Raketich moves from Executive Vice President and Chief Commercial Officer to Executive Vice President, Strategy and Corporate Development.
Metallus reported second-quarter 2026 net sales of $341.0 million, up 12% from the prior-year quarter, and net income of $8.9 million, or $0.21 per diluted share, versus $3.7 million, or $0.09, a year earlier. The company expects third-quarter adjusted EBITDA to be slightly higher than the second quarter of 2026 and the third quarter of 2025, and it refinanced its credit facility to June 2031.
Second-quarter net sales $341.0 million, up 11% sequentially from $308.3 million and up 12% from $304.6 million a year earlier
Net income $8.9 million, or $0.21 per diluted share; adjusted EBITDA $29.0 million, up 9% year over year
Operating cash flow $12.8 million in the quarter; cash and cash equivalents $108.6 million as of June 30, 2026
Third-quarter adjusted EBITDA expected to be slightly higher than Q2 2026 and Q3 2025; conference call set for August 4, 2026 at 9:00 a.m. ET
Metallus Inc. entered into a Fifth Amended and Restated Credit Agreement on June 30, 2026, with JPMorgan Chase Bank, N.A. as administrative agent, providing a $300.0 million asset-based revolving credit facility that replaces a credit agreement dated September 30, 2022. The facility matures June 30, 2031 and is secured by substantially all of the company's and its subsidiary guarantors' personal property, so it adds secured borrowing capacity while also adding covenants that restrict liens, investments, additional debt and distributions to shareholders.
Credit facility of $300.0 million, with a $15.0 million letter of credit sublimit and a $40.0 million swingline sublimit
Company may request up to $200.0 million in commitment increases on up to four occasions, plus a separate $30.0 million first-in, last-out tranche, subject to conditions
Borrowing availability depends on a borrowing base of eligible receivables, inventory and machinery and equipment; $5.3 million of letters of credit were outstanding as of June 30, 2026
Facility matures June 30, 2031; interest is based on Adjusted Term SOFR or Alternate Base Rate plus a margin, with a 0.25% unused commitment fee
Metallus reported first-quarter 2026 net sales of $308.3 million, up 10% from a year earlier, and net income of $5.4 million, or $0.13 per diluted share, compared with $1.3 million, or $0.03, in the first quarter of 2025. The company expects second-quarter 2026 adjusted EBITDA to be modestly higher than both the first quarter of 2026 and the second quarter of 2025, though operating cash flow was an outflow of $26.9 million in the quarter.
Net sales of $308.3 million, up 10% from $280.5 million in the first quarter of 2025; net income of $5.4 million, or $0.13 per diluted share.
Adjusted EBITDA of $24.6 million, up 39% from $17.7 million in the first quarter of 2025.
Operating cash flow was an outflow of $26.9 million; cash and cash equivalents were $104.0 million as of March 31, 2026.
Second-quarter 2026 adjusted EBITDA is expected to be modestly higher than the first quarter of 2026 and the second quarter of 2025.
Metallus reported fourth-quarter 2025 net sales of $267.3 million and a net loss of $14.3 million, or $0.34 per diluted share, compared with a net loss of $21.4 million a year earlier and net income of $8.1 million in the third quarter of 2025. For full-year 2025, net sales rose 7% to $1.2 billion, but the company posted a net loss of $1.2 million, compared with net income of $1.3 million in 2024, and it expects first-quarter 2026 adjusted EBITDA to be higher than the fourth quarter.
Q4 2025 net sales of $267.3 million fell 13% from $305.9 million in Q3 2025 and rose 11% from $240.5 million in Q4 2024.
Q4 2025 net loss was $14.3 million, or $0.34 per diluted share, versus a net loss of $21.4 million, or $0.50 per share, in Q4 2024; adjusted net loss was $7.7 million, or $0.18 per share.
Full-year 2025 net loss was $1.2 million, or $0.03 per diluted share, versus net income of $1.3 million in 2024.
The company expects first-quarter 2026 shipments to increase approximately 10% from the fourth quarter and first-quarter adjusted EBITDA to be higher than Q4 2025.
Metallus reported third-quarter 2025 net sales of $305.9 million, up 35% from $227.2 million a year earlier, and net income of $8.1 million, or $0.19 per diluted share, compared with a net loss of $5.9 million in the prior-year quarter. The company expects fourth-quarter adjusted EBITDA to be lower than the third quarter's $29.0 million, citing seasonality, lower expected shipments and higher shutdown costs.
Q3 2025 net sales $305.9 million vs. $227.2 million in Q3 2024 and $304.6 million in Q2 2025
Q3 2025 net income $8.1 million ($0.19 per diluted share) vs. net loss of $5.9 million a year earlier; adjusted EBITDA $29.0 million vs. $6.1 million
Q4 2025 outlook: adjusted EBITDA expected to be lower than Q3; annual shutdown costs of approximately $11 million, up about $8 million sequentially
Labor agreement: USW members voted against ratifying the tentative agreement on October 30, 2025; contract extended to January 29, 2026
Metallus reported second-quarter 2025 net sales of $304.6 million, up 3% from $294.7 million a year earlier, with GAAP net income of $3.7 million, or $0.09 per diluted share, versus $4.6 million, or $0.10, a year earlier. The company said third-quarter adjusted EBITDA is expected to be modestly lower than the second quarter, citing labor negotiation costs, higher electricity costs and planned shutdown maintenance.
Net sales $304.6 million, up 9% from $280.5 million in Q1 2025 and up 3% from Q2 2024
GAAP diluted EPS $0.09 vs. $0.10 in Q2 2024; adjusted diluted EPS $0.20 vs. $0.15; adjusted EBITDA $26.5 million vs. $19.9 million
Q3 2025 outlook: adjusted EBITDA modestly lower than Q2; annual shutdown maintenance costs about $15 million, with about $5 million in Q3
Labor negotiations with the United Steelworkers begin August 18, 2025; current contract expires September 29, 2025, with $3 million to $5 million of incremental cost expected in H2 2025
Metallus Inc. said Kristopher Westbrooks, its chief financial officer since September 2018, will become president and chief operating officer, and John M. Zaranec III, division CFO at Materion Corporation, will become executive vice president and chief financial officer. Both changes take effect June 16, 2025, and both executives will report to CEO Mike Williams. The filing reports no financial results, so shareholders are seeing a change in the company's top finance and operations roles.
Kristopher R. Westbrooks, age 46, appointed president and chief operating officer effective June 16, 2025, with a $625,000 initial base salary and a 85% target annual award opportunity
John M. Zaranec III, age 44, appointed executive vice president and chief financial officer effective June 16, 2025, with a $450,000 initial base salary and a 65% target annual award opportunity
Zaranec to receive a $100,000 sign-on cash bonus and time-based restricted stock units valued at approximately $500,000 on June 16, 2025
Zaranec's severance agreement provides 2 times benefits if terminated within two years after a change in control and 1.5 times if involuntarily terminated without cause otherwise
Metallus reported first-quarter 2025 net sales of $280.5 million, up 17% from the fourth quarter of 2024 but down 13% from a year earlier, and net income of $1.3 million, or $0.03 per diluted share, compared with $24.0 million, or $0.52, in the first quarter of 2024. The company expects second-quarter 2025 adjusted EBITDA to be higher than the first quarter's $17.7 million, but first-quarter operating cash flow was an outflow of $38.9 million, mainly due to required pension contributions.
Net sales of $280.5 million, up 17% from $240.5 million in Q4 2024 and down 13% from $321.6 million in Q1 2024
Net income of $1.3 million ($0.03 per diluted share) versus $24.0 million ($0.52) a year earlier; adjusted net income of $3.2 million ($0.07 per share) versus $26.1 million ($0.56)
Adjusted EBITDA of $17.7 million, compared with $8.3 million in Q4 2024 and $43.4 million in Q1 2024
Company expects Q2 2025 adjusted EBITDA to be higher than Q1 2025; the convertible notes with $5.5 million outstanding are expected to be settled in cash in Q2 2025
Metallus reported a fourth-quarter 2024 net loss of $21.4 million, or $0.50 per diluted share, compared with net income of $1.3 million, or $0.03 per share, a year earlier. Full-year 2024 net income fell to $1.3 million from $69.4 million, and the company expects first-quarter 2025 adjusted EBITDA to be higher than the fourth quarter of 2024.
Q4 2024 net sales were $240.5 million, down 27% from $328.1 million in Q4 2023 but up 6% from $227.2 million in Q3 2024.
Q4 2024 adjusted EBITDA was $8.3 million, compared with $35.7 million in Q4 2023.
Full-year 2024 net sales were $1.1 billion, down 20% from 2023, and operating cash flow was $40.3 million.
The company repurchased $37.6 million of common shares in 2024 and has $102.8 million remaining on its share repurchase program.
Metallus reported third-quarter 2024 net sales of $227.2 million and a net loss of $5.9 million, or $0.13 per diluted share, compared with net income of $24.8 million, or $0.51 per diluted share, a year earlier. The company expects adjusted EBITDA to increase modestly from the third quarter in the fourth quarter of 2024, and it also posted an updated investor presentation that includes third-quarter results.
Net sales fell 36% from $354.2 million in the third quarter of 2023 and 23% from $294.7 million in the second quarter of 2024.
Adjusted EBITDA was $6.1 million, compared with $46.8 million in the third quarter of 2023 and $19.9 million in the second quarter of 2024.
Ship tons were 119,900, down 32% from the prior-year third quarter, on lower shipments across all end markets.
Cash and cash equivalents were $254.6 million as of September 30, 2024, and total liquidity was $496.8 million.
Metallus reported second-quarter 2024 net sales of $294.7 million and net income of $4.6 million, or $0.10 per diluted share, down from $356.6 million and $28.9 million a year earlier. The company expects adjusted EBITDA to decline sequentially in the third quarter of 2024 on weaker market demand, which points to continued pressure on shareholder earnings.
Net sales were $294.7 million, down 17 percent from $356.6 million in the second quarter of 2023 and down 8 percent from $321.6 million in the first quarter of 2024.
Adjusted EBITDA was $19.9 million, compared with $50.5 million in the second quarter of 2023 and $43.4 million in the first quarter of 2024.
Third-quarter 2024 adjusted EBITDA is expected to decline sequentially, and third-quarter shipments are expected to be lower than the second quarter.
Planned 2024 capital expenditures were reduced to approximately $55 million, a $5 million reduction from previous guidance.
Metallus reported first-quarter 2024 net income of $24.0 million, or $0.52 per diluted share, up from $14.4 million, or $0.30, a year earlier, on net sales of $321.6 million, roughly flat year over year. The company expects second-quarter adjusted EBITDA to be lower than the first quarter's $43.4 million, and its board authorized an additional $100 million share repurchase program on May 6, 2024.
Q1 2024 net income $24.0 million ($0.52 diluted EPS) vs. $14.4 million ($0.30) in Q1 2023; adjusted EPS $0.56 vs. $0.44
Net sales $321.6 million, down 2% from $328.1 million in Q4 2023 and roughly flat vs. $323.5 million in Q1 2023
Second-quarter 2024 adjusted EBITDA expected to be lower than Q1's $43.4 million, with surcharge revenue per ton expected to decline
Board authorized an additional $100 million share repurchase on May 6, 2024; $132.1 million remains under authorizations
Metallus reported fourth-quarter 2023 net sales of $328.1 million, up 34% from a year earlier but down 7% from the third quarter, and net income of $1.3 million, or $0.03 per diluted share, compared with a $33.2 million loss a year earlier. The company expects first-quarter 2024 adjusted EBITDA to be slightly lower than the fourth quarter of 2023, so shareholders face a mixed picture of year-over-year gains and a sequential slowdown.
Q4 2023 adjusted net income was $16.5 million, or $0.36 per diluted share, versus $24.9 million, or $0.52, in Q3 2023.
Q4 2023 adjusted EBITDA was $35.7 million, down from $46.8 million in Q3 2023; Q4 results included a $20.0 million insurance recovery excluded from adjusted EBITDA.
Full-year 2023 net sales were $1,362.4 million, up 2%, and full-year net income was $69.4 million, or $1.47 per diluted share, versus $65.1 million in 2022.
Company expects 2024 capital expenditures of approximately $60 million and first-quarter cash pension contributions of approximately $25 million.
Metallus director Diane C. Creel notified the board on January 30, 2024 that she intends to retire immediately before the Annual Meeting of Shareholders on May 7, 2024. The retirement is in line with the company's Corporate Governance Guidelines on retirement age, and the filing does not name a successor.
Diane C. Creel notified the Board of Directors on January 30, 2024 of her intent to retire.
Retirement is effective immediately prior to the Annual Meeting of Shareholders on May 7, 2024.
The move follows the company's Corporate Governance Guidelines provision on retirement age.
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