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What changed in SONOCO PRODUCTS CO's 10-K2024 vs 2025

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Paragraph-level year-over-year comparison of SONOCO PRODUCTS CO's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+424 added400 removedSource: 10-K (2026-02-26) vs 10-K (2025-02-28)

Top changes in SONOCO PRODUCTS CO's 2025 10-K

424 paragraphs added · 400 removed · 298 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

52 edited+10 added3 removed37 unchanged
Biggest changeAs of December 31, 2024, Sonoco had approximately 28,000 full-t ime equivalent employees, including approximately 6,500 who joined the Company effective December 4, 2024 in connection with the Eviosys acquisition. The majority of our employees have historically been concentrated in the United States; however, with the acquisition of Eviosys, a significant portion of our employees are also concentrated in Europe.
Biggest changeThe majority of our employees were historically concentrated in the United States; however, with the divestitures of TFP and ThermoSafe in 2025 and the acquisition of Eviosys in December 2024, a significant portion of our employees are now also concentrated in Europe. We have la bor unions in all regions of our operations.
The Company does not carry a significant backlog and, in general, aligns its customer deliveries on a built-to-order basis. Competition The Company sells its products in highly competitive markets, which include paper, textile, film, food, packaging, construction, and wire and cable.
The Company does not carry a significant backlog and, in general, aligns its customer deliveries on a built-to-order basis. Competition The Company sells its products in highly competitive markets, which include paper, packaging, textile, film, food, construction, and wire and cable.
Focused audit processes, detailed standards, executive leadership, and dedicated capital are focused on driving long-term exposure reductions, with a 97% completion rate on our annual safety improvement plans as of December 31, 2024. Our global Doing Safety Differently initiative focuses on further strengthening the culture around safety leadership and employee engagement.
Focused audit processes, detailed standards, executive leadership, and dedicated capital are focused on driving long-term exposure reductions , with a 97% completion rate on our annual safety improvement plans as of December 31, 2025. Our global Doing Safety Differently initiative focuses on further strengthening the culture around safety leadership and employee engagement.
Typically, product distribution is directly from the manufacturing plant to the customer, but in some cases, product is warehoused in a mutually advantageous location to be shipped to the customer as needed. Raw Materials The principal raw materials used by the Company are recovered paper, paperboard, steel, aluminum, and plastic resins. Raw materials are purchased from several outside sources.
Typically, product distribution is directly from the manufacturing plant to the customer, but in some cases, product is warehoused in a mutually advantageous location to be shipped to the customer as needed. Raw Materials The principal raw materials used by the Company are recovered paper, paperboard, steel, and aluminum. Raw materials are purchased from several outside sources.
Previously, Senior Vice President, Global Paper and Industrial Converted Products, 2019-2020; Senior Vice President, Rigid Paper Containers and Paper/Engineered Carriers International, 2017-2018; Group Vice President, Global Rigid Paper and Closures, and Paper and Industrial Converted Products, EMEA, Asia, Australia / New Zealand, 2015-2017. Joined Sonoco in 1985. Mr. Coker is the brother-in-law of J.R.
Previously, Senior Vice President, Global Paper and Industrial Converted Products, 2019-2020; Senior Vice President, Rigid Paper Containers and Paper/Engineered Carriers International, 2017-2018; Group Vice President, Global Rigid Paper and Closures, and Paper and Industrial Converted Products, EMEA, Asia, Australia / New Zealand, 2015-2017. Joined Sonoco in 1985. Mr. Coker is the brother-in-law of John R.
Previously, Vice President, Global Operational Excellence, and Interim Head of Global IT, 2022-2023; Vice President, Global Operational Excellence (Operations, Commercial, Automation & Maintenance), 2022; Vice President, Global Talent, Operational and Commercial Excellence HR Chief of Staff, 2021; Senior Director, Global Organizational Development/Operational Excellence, 2020. Joined Sonoco in 2006. Adam Wood 56 Vice President, Paper Products-Europe since 2022.
Previously, Vice President, Global Operational Excellence, and Interim Head of Global IT, 2022-2023; Vice President, Global Operational Excellence (Operations, Commercial, Automation & Maintenance), 2022; Vice President, Global Talent, Operational and Commercial Excellence HR Chief of Staff, 2021; Senior Director, Global Organizational Development/Operational Excellence, 2020. Joined Sonoco in 2006. Adam Wood 57 Vice President, Paper Products-Europe since 2022.
Most of Sonoco’s products are marketed worldwide under trademarks such as Sonoco ®, SmartSeal ®, Sonotube ®, Sealclick ®, Sonopost ®, and UltraSeal ®, among others. Sonoco’s registered web domain names provide information about Sonoco, including its people, products, locations, and governance. Trademarks and domain names are licensed to outside companies, utilizing quality control metrics, where appropriate.
Most of Sonoco’s products are marketed worldwide under trademarks such as Sonoco ®, Sonotube ®, and Sonopost ®, among others. Sonoco’s registered web domain names provide information about Sonoco, including its people, products, locations, and governance. Trademarks and domain names are licensed to outside companies, utilizing quality control metrics, where appropriate.
Previously, Vice President, Paper and Industrial Converted Products, EMEA, Australia and New Zealand, 2015-2022. Joined Sonoco in 2003. 8 FORM 10-K SONOCO 2024 ANNUAL REPORT
Previously, Vice President, Paper and Industrial Converted Products, EMEA, Australia and New Zealand, 2015-2022. Joined Sonoco in 2003. 8 FORM 10-K SONOCO 2025 ANNUAL REPORT
As a result, no recycling net sales were recorded and the margin from the Company’s recycling operations reduced “Cost of sales” in the Company’s Consolidated Statements of Income for the year ended December 31, 2024 as these activities are no longer a part of ongoing major operations.
As a result, no recycling net sales were recorded and the margin from the Company’s recycling operations reduced “Cost of sales” in the Company’s Consolidated Statements of Income for the years ended December 31, 2025 and 2024 as these activities are no longer a part of ongoing major operations.
All references to Sonoco’s websites are intended to be inactive textual references only. 7 FORM 10-K SONOCO 2024 ANNUAL REPORT Information About our Executive Officers Name Age Position and Business Experience for the Past Five Years Executive Officers R. Howard Coker 62 Director, President and Chief Executive Officer since 2020.
All references to Sonoco’s websites are intended to be inactive textual references only. 7 FORM 10-K SONOCO 2025 ANNUAL REPORT Information About our Executive Officers Name Age Position and Business Experience for the Past Five Years Executive Officers R. Howard Coker 63 Director, President and Chief Executive Officer since 2020.
In 2024, Sonoco had the capacity to manufacture approximately 2 million tons of recycled paperboard per year. Products within the Industrial Paper Packaging segment consist primarily of goods produced from recycled fiber including paperboard tubes, cores, cones and cans; partitions; paper-based protective materials; and uncoated recycled paperboard for high-end applications such as folding cartons, can board, and laminated structures.
In 2025, Sonoco had the capacity to manufacture approximately 1.8 million tons of recycled paperboard per year. Products within the Industrial Paper Packaging segment consist primarily of goods produced from recycled fiber including paperboard tubes, cores, cones and cans; partitions; paper-based protective materials; and uncoated recycled paperboard for high-end applications such as folding cartons, can board, and laminated structures.
Injury rates in 2024 were generally stable year over year with decr eases observed in total injuries, high potential injuries and serious injuries compared to 2023. We continue to focus on preventing serious and disabling injuries across the organization and have demonstrated progress in reducing exposure to high-risk hazards within the manufacturing operations.
Injury rates in 2025 were generally stable year over year with decreases observed in total injuries, high potential injuries and serious injuries compared to 2024. We continue to focus on preventing serious and disabling injuries across the organization and have demonstrated progress in reducing exposure to high-risk hazards within the manufacturing operations.
Sonoco is now a multi-billion dollar global designer, developer, and manufacturer of a variety of highly engineered and sustainable packaging serving multiple end markets. As of December 31, 2024, the Company had approximately 315 l ocations in 40 cou ntries, serving some of the world’s best-known brands around the globe.
Sonoco is now a multi-billion dollar global designer, developer, and manufacturer of a variety of highly engineered and sustainable packaging serving multiple end markets. As of December 31, 2025, the Company had approximately 265 l ocations in 37 cou ntries, serving some of the world’s best-known brands around the globe.
This segment served its markets through approximately 166 plants on five continents as of December 31, 2024. Sonoco’s paper operations provide the primary raw material for the Company’s fiber-based packaging. Sonoco uses approximately 53% of the paper it manufactures, and the remainder is sold to third parties.
This segment served its markets through approximately 158 plants on five continents as of December 31, 2025. Sonoco’s paper operations provide the primary raw material for the Company’s fiber-based packaging. Sonoco uses approximately 56% of the paper it manufactures, and the remainder is sold to third parties.
Sonoco also licenses patents from outside companies and universities. U.S. patents typically expire twenty years after filing, and patents on new innovations replace many of the abandoned or expired patents. A second intellectual capital subsidiary of Sonoco, SPC Resources, Inc., globally manages Sonoco’s trademarks, service marks, copyrights, and internet domain names.
U.S. patents typically expire twenty years after filing, and patents on new innovations replace many of the abandoned or expired patents. A second intellectual capital subsidiary of Sonoco, SPC Resources, Inc., globally manages Sonoco’s trademarks, service marks, copyrights, and internet domain names.
In 2024, Sonoco’s tubes and cores products were the Company’s second largest revenue-producing group of products, representing approximately 23% of the Company’s consolidated net sales in the year ended December 31, 2024. This group comprised 23% of cons olidated net sales in both 2023 and 2022.
In 2025, Sonoco’s tubes and cores products were the Company’s third largest revenue-producing group of products, representing approximately 16% of the Company’s consolidated net sales in the year ended December 31, 2025. This group comprised 23% of cons olidated net sales in both 2024 and 2023.
In accordance with applicable accounting guidance, the results of TFP are presented as discontinued operations in the Consolidated Statements of Income and, as such, have been excluded from both continuing operations and segment results for all periods presented in this Annual Report on Form 10-K.
Therefore, in accordance with applicable accounting guidance, the results of TFP are presented as discontinued operations in the Consolidated Statements of Income and, as such, have been excluded from both continuing operations and segment results for all periods presented in this Annual Report on Form 10-K and the assets and liabilities of TFP are classified as assets and liabilities of discontinued operations in the Consolidated Balance Sheets.
Seasonality Although demand for the majority of the Company’s products is not seasonal to any significant degree, the Company’s Metal Packaging operations generally experience higher sales and operating profits during the second and third quarters of the year as demand for certain products increases during the peak of the food packaging season.
Seasonality Although demand for the Company’s rigid paper containers and tube and cores products is not seasonal to any significant degree, the Company’s Metal Packaging operations generally experience higher sales and operating profits during the second and third quarters of the year as demand for certain products increases during the peak of the food packaging season.
None of the Company’s customers represented 10% or more of consolidated revenues in 2024.
None of the Company’s customers represented 10% or more of consolidated revenues in 2025.
This vertical integration strategy was supported by 21 paper mills with 27 paper machines throughout the world as of December 31, 2024. The Company also operates 17 recycling facilities in the United States capable of recycling old corrugated containers, paper, plastics, metals, and other recyclable materials that can be processed back through the Sonoco manufacturing ecosystem.
This vertical integration strategy was supported by 19 paper mills with 25 paper machines throughout the world as of December 31, 2025. The Company also operates 16 recycling facilities in the United States capable of recycling old corrugated containers, paper, plastics, metals, and other recyclable materials that can be processed back through the Sonoco manufacturing ecosystem.
Protecting the health and safety of our employees is a priority, and we are committed to providing a safe and healthy working environment for all our employees. We use global and local incident data, along with a strong set of leading indicators, to create program and safety improvement action plans to reduce exposures that lead to at-risk situations.
Protecting the health and safety of our employees is a priority, and we are committed to providing a safe and healthy working environment for all our employees. 6 FORM 10-K SONOCO 2025 ANNUAL REPORT We use global and local incident data, along with a strong set of leading indicators, to create program and safety improvement action plans to reduce exposures that lead to at-risk situations.
Expansion of the Company’s 5 FORM 10-K SONOCO 2024 ANNUAL REPORT product lines and global presence is driven by the rapidly changing needs of its major customers, who demand high-quality, state-of-the-art, environmentally compatible packaging, wherever they choose to do business. It is important to be a low-cost producer in order to compete effectively.
Expansion of the Company’s product lines and global presence is driven by the rapidly changing needs of its major customers, who demand high-quality, state-of-the-art, environmentally compatible packaging, wherever they choose to do business. It is important to be a low-cost producer in order to compete effectively.
On December 4, 2024 , the Company completed the acquisition of Eviosys, Europe’s leading food cans, ends and closures manufacturer, from KPS Capital Partners, LP (“KPS”), for an aggregate purchase price of approximately $3.8 billion. The transaction advances Sonoco’s portfolio transformation strategy to simplify and realign its portfolio and position the Company for long-term growth and value creation.
On December 4, 2024 , the Company completed the acquisition of Eviosys, Europe’s leading food cans, ends and closures manufacturer, from KPS Capital Partners, LP (“KPS”), for an aggregate purchase price of approximately $3.8 billion. The transaction advanced Sonoco’s portfolio transformation strategy to simplify and realign its portfolio.
Consumer Packaging The Consumer Packaging segment accounted for approximately 48%, 45%, and 44% of the Company’s consolidated net sales in the years ended December 31, 2024, 2023, and 2022, respectively. The operations in this segment consisted of approximately 125 plants throughout the world as of December 31, 2024.
Consumer Packaging The Consumer Packaging segment accounted for approximately 65%, 48%, and 45% of the Company’s consolidated net sales in the years ended December 31, 2025, 2024, and 2023, respectively. The operations in this segment consisted of approximately 102 plants throughout the world as of December 31, 2025.
Losses or awards of business from our largest customers, customer changes to alternative forms of packaging, and the repricing of business can have a significant effect on our operating results. The Company manufactures and sells many of its products globally.
Losses or awards of business from our largest customers, customer changes to alternative forms of packaging, and the repricing of business can have a significant effect on 5 FORM 10-K SONOCO 2025 ANNUAL REPORT our operating results. The Company manufactures and sells many of its products globally.
During 2024, our VP-led Global Sustainability team, which leads the Company’s global sustainability programs, became a part of our Legal & Compliance department. This change allows us to continue our focus on global sustainability efforts to provide our customers with a wide selection of sustainable products and support related disclosure requirements.
Since 2024, our VP-led Global Sustainability team, which leads the Company’s global sustainability programs, has been part of our Legal & Compliance department, allowing us to continue our focus on global sustainability efforts to provide our customers with a wide selection of sustainable products and support related disclosure requirements.
Dependence on Customers On an aggregate basis during 2024, the five largest customers in the Consumer Packaging and Industrial Paper Packaging segments accounted for approximately 35% and 10%, respectively, of each segment’s net sales. The five largest customers in the All Other group of businesses accounted for approximately 21% of the group’s net sales.
Dependence on Customers On an aggregate basis during 2025, the five largest customers in the Consumer Packaging and Industrial Paper Packaging segments accounted for approximately 23% and 11%, respectively, of each segment’s net sales. The five largest customers in the All Other group of businesses accounted for approximately 20% of the group’s net sales.
People Objectives We rely on the personal relationships and service provided by employees to support our business. As such, we believe attracting, recruiting, developing, integrating and retaining talent is vital to our success. The Company is focused on supporting our employees, and we consider the management of our talent to be essential to the ongoing success of our business.
As such, we believe attracting, recruiting, developing, integrating and retaining talent is vital to our success. The Company is focused on supporting our employees, and we consider the management of our talent to be essential to the ongoing success of our business.
In addition, we conduct regular talent succession assessments along with individual performance reviews for salaried employees in which managers provide regular feedback and coaching to assist with the development of our employees, including the use of individual development plans to assist with individual career development. We o ffer competitive benefits packages that we believe reflect the needs of our workforce.
In addition, we conduct regular talent succession assessments along with individual performance reviews for salaried employees in which managers provide regular feedback and coaching to assist with the development of our employees, including the use of individual development plans to assist with individual career development.
Previously, Executive Vice President, Global Industrial and Consumer, 2020-2022; Senior Vice President, Global Consumer Packaging, Display and Packaging and Protective Solutions, 2019-2020; Senior Vice President, Paper/Engineered Carriers U.S./Canada and Display and Packaging, 2017-2018. Joined Sonoco in 1985. John M. Florence, Jr. 46 General Counsel, Secretary, and Vice President and General Manager, Industrial Paper Packaging, North America since 2025.
Retiring effective April 11, 2026. Previously, Executive Vice President, Global Industrial and Consumer, 2020-2022; Senior Vice President , Global Consumer Packaging, Display and Packaging and Protective Solutions, 2019-2020; Senior Vice President, Paper/Engineered Carriers U.S./Canada and Display and Packaging, 2017-2018. Joined Sonoco in 1985. John M. Florence, Jr. 47 Vice President, General Counsel and Secretary since 2016.
We expect this initiative to positively impact our safety, quality and productivity by increasing engagement using improved decision making techniques. 6 FORM 10-K SONOCO 2024 ANNUAL REPORT Other employee well-being resources include wellness courses and a variety of online training classes, as well as other programs to promote mental and physical health.
We believe that this initiative has positively impacted our safety, quality and productivity by increasing engagement using improved decision making techniques. Other employee well-being resources include wellness courses and a variety of online training classes, as well as other programs to promote mental and physical health.
All Other The businesses grouped as All Other accounted for approximately 8%, 11%, and 10% of the Company’s consolidated net sales in the years ended December 31, 2024, 2023 and 2022, respectively. The operations in All Other consisted of approximately 24 plants throughout the world as of December 31, 2024.
All Other The businesses grouped as All Other accounted for approximately 5%, 8%, and 11% of the Company’s consolidated net sales in the years ended December 31, 2025, 2024 and 2023, respectively.
We also serve as a valued partner to our customers to reduce the environmental impact of their packaging. We continue to develop a range of products made from renewable materials and materials that can be recycled or composted at the end of their life.
We continue to develop a range of products made from renewable materials and materials that can be recycled or composted at the end of their life.
Previously, General Counsel, Secretary, Vice President and General Manager, Converted Paper Products, North America, 2022-2025; Vice President, General Counsel, Human Resources and Secretary, 2019-2022. Corporate Vice President, General Counsel and Secretary, 2016-2019. Joined Sonoco in 2015. Sean Cairns 54 President, Global Rigid Paper Packaging since 2022. Previously, Vice President and General Manager, Rigid Paper Products Europe, 2008-2022.
Additionally, General Counsel, Secretary, and Vice President and General Manager, Industrial Paper Packaging, North America 2025; General Counsel, Secretary, Vice President and General Manager, Converted Paper Products, North America, 2022-2025; Vice President, General Counsel, Human Resources and Secretary, 2019-2022. Corporate Vice President, General Counsel and Secretary, 2016-2019. Joined Sonoco in 2015.
Previously, Vice President, Industrial Americas, Asia and Conitex, 2020-2022; Vice President Tubes & Cores, US and Canada, 2016-2020. Joined Sonoco in 1985. Ernest D. Haynes III 52 President, Sonoco Metal Packaging Division since 2022. Previously, Vice President, Rigid Paper Containers, North America, 2021-2022; Division Vice President and General Manager of Rigid Paper and Containers, North America, 2018-2021.
Previously, Vice President, Industrial Americas, Asia and Conitex, 2020-2022; Vice President Tubes & Cores, US and Canada, 2016-2020. Joined Sonoco in 1985. Ernest D. Haynes III 53 President, Consumer Packaging, Americas since November 2025. Previously, President, Sonoco Metal Packaging Division, 2022-2025.
Our sustainability goals include reducing greenhouse gas emissions, energy and water usage, the use of single use plastics, and the environmental impact of our packaging products. We are working to continue to ensure we can make relevant on-pack recyclability claims for our consumer-based product portfolio, while also ensuring we are closing the loop through continued use of post-consumer recycled content.
We are working to continue to ensure we can make relevant on-pack recyclability claims for our consumer-based product portfolio, while also ensuring we are closing the loop through continued use of post-consumer recycled content. We also serve as a valued partner to our customers to reduce the environmental impact of their packaging.
Haley, Chairman of Sonoco’s Board of Directors. Jerry A. Cheatham 62 Interim Chief Financial Officer since January 2025 and Vice President Global Finance, Industrial Paper Packaging since 2022. Previously, Staff Vice President of Finance, Industrial North America, 2019-2022; Director of Finance - Global Tubes and Cores, 2015-2022. Joined Sonoco in 1988. Rodger D. Fuller 63 Chief Operating Officer since 2022.
Previously, Interim Chief Financial Officer, January 2025 - June 2025; Vice President, Global Finance, Industrial Paper Packaging 2022-2025; Staff Vice President of Finance, Industrial North America, 2019-2022; Director of Finance - Global Tubes and Cores, 2015-2022. Joined Sonoco in 1988. Andrea B. White 51 Vice President, Global Human Resources since 2023.
Patents and proprietary technology are managed globally by a Sonoco intellectual capital management team through the Company’s subsidiary, Sonoco Development, Inc. (“SDI”). SDI globally manages patents, trade secrets, confidentiality agreements, and license agreements. Some patents have been licensed to other manufacturers, often as part of a larger agreement, such as a toll manufacturing agreement.
SDI globally manages patents, trade secrets, confidentiality agreements, and license agreements. Some patents have been licensed to other manufacturers, often as part of a larger agreement, such as a toll manufacturing agreement. Sonoco also licenses patents from outside companies and universities.
In 2024, Sonoco’s rigid paper containers were the Company’s largest revenue-producing group of products and services, representing approximately 27% of the Company’s consolidated net sales in the year ended December 31, 2024.
In 2025, metal cans and rigid paper containers were the Company’s largest revenue-producing groups of products and services representing approximately 45% and 20%, respectively, of the Company’s consolidated net sales.
All amounts, percentages and disclosures for all periods presented in this Annual Report on Form 10-K reflect only the continuing operations of Sonoco unless otherwise noted. See Notes 1 and 2 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K for additional information.
The Consolidated Statements of Comprehensive Income, Changes in Total Equity, and Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations. All amounts, percentages and disclosures for all periods presented in this Annual Report on Form 10-K reflect only the continuing operations of Sonoco unless otherwise noted.
Patents have been granted on many inventions created by Sonoco staff in the United States and in numerous other countries. Patents, trademarks, and proprietary technology are also acquired through acquisitions and business combinations. The 2024 acquisition of Eviosys resulted in the Company acquiring trademarks including Eviosys ®, Mivisa ®, Easy Lift ®, and Bican ®, among others.
Patents have been granted on many inventions created by Sonoco staff in the United States and in numerous other countries. Patents, trademarks, and proprietary technology are also acquired through acquisitions and business combinations. Patents and proprietary technology are managed globally by a Sonoco intellectual capital management team through the Company’s subsidiary, Sonoco Development, Inc. (“SDI”).
The transaction is expected to expand Sonoco’s global leadership in metal food can and aerosol packaging and facilitate Sonoco’s ability to partner with global customers and advance innovation and sustainability in metal packaging offerings. Following the integration process, Eviosys will transition to the Sonoco brand over the coming months and will operate under Sonoco’s Consumer Packaging segment.
The transaction, the largest in the Company’s history, expanded Sonoco’s global leadership in metal food can and aerosol packaging and facilitates Sonoco’s ability to partner with global customers and advance innovation and sustainability in metal packaging offerings. Eviosys operates under the Consumer Packaging segment as Sonoco Metal Packaging, Europe, Middle East, and Africa (“EMEA”).
We rely on the specialized qualities and talents of our employees to help us meet our strategic priorities. We have focused on attracting qualified candidates, the professional development of our employees, our promotion and compensation structure, and employee retention efforts. We made significant progress in talent acquisition during 2024 despite a challenging labor market.
We have focused on attracting qualified candidates, the professional development of our employees, our promotion and compensation structure, and employee retention efforts. We believe talent acquisition remained a strength for the organization in 2025 despite challenging labor market conditions globally. People Objectives We rely on the personal relationships and service provided by employees to support our business.
In the United States, we provide medical, dental, and vision benefits, life and disability coverage, education reimbursement, and paid time off. We provide retirement benefits including a 401(k)-match program. Our executive compensation program is designed to align incentives with achievement of the Company’s strategic plan and both short- and long-term operating objectives.
We o ffer competitive benefits packages that we believe reflect the needs of our workforc e. In the United States, we provide medical, dental, and vision benefits, life and disability coverage, education reimbursement, and paid time off. We provide retirement benefits including a 401(k)-match program.
Further information about the Company’s reportable segments is provided in Note 20 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K. Effective January 1, 2024, the Company began conducting its recycling operations, part of the Industrial Paper Packaging segment, as a procurement function.
Further information about the Company’s reportable segments is provided in Note 20 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K. Following the sale of ThermoSafe, the Company’s industrial and specialty plastics business is the only remaining business in the All Other category.
Joined Sonoco in 2008. Russell K. Grissett 55 President, Global Flexibles and Thermoforming since 2024. Previously, President, Global Flexibles Division, 2022-2023; Vice President and General Manager, Global Flexibles, 2019-2022; Vice President and General Manager, Global Protective Solutions, 2017-2019. Joined Sonoco in 1993. James A. Harrell III 63 President, Global Industrial Paper Packaging Division since 2022.
Sean Cairns 55 President, Consumer Packaging, EMEA/APAC since November 2025. Previously, President, Global Rigid Paper Packaging, 2022-2025. Vice President and General Manager, Rigid Paper Products Europe, 2008-2022. Joined Sonoco in 2008. James A. Harrell III 64 President, Global Industrial Paper Packaging Division since 2022.
In addition, our Making Decisions Differently initiative, which we started in October 2023, aims to enhance employees’ ability to make better safety decisions on the manufacturing floor. This is the largest training initiative in the history of the company with over 12,000 employees starting the program in the past 15 months.
In addition, our Making Decisions Differently initiative, which we started in October 2023, aims to enhance employees’ ability to make better safety decisions on the manufacturing floor. This initiative has been administered to manufacturing employees globally and continues to grow as a routine part of our daily operations to identify and communicate about workplace exposures.
We consider our employee relations to be strong. We have la bor unions in all regions of our operations. In North America, approximately 13.0% of our employees were represented by unions as of December 31, 2024. In Europe, many of our employees were represented by unions, work councils or other labor organizations.
In North America, approximately 16.5% of our employees were represented by unions as of December 31, 2025. In Europe, many of our employees were represented by unions, work councils or other labor organizations. We rely on the specialized qualities and talents of our employees to help us meet our strategic priorities.
Division Vice President and General Manager of Tubes and Cores, U.S. and Canada, 2015-2018. Joined Sonoco in 1997. Andrea B. White 50 Vice President, Global Human Resources since 2023.
Vice President, Rigid Paper Containers, North America, 2021-2022; Division Vice President and General Manager of Rigid Paper and Containers, North America, 2018-2021. Division Vice President and General Manager of Tubes and Cores, U.S. and Canada, 2015-2018. Joined Sonoco in 1997. Jerry A. Cheatham 63 Vice President, Corporate FP&A since July 2025.
On December 18, 2024, the Company announced that it had entered into an agreement to sell TFP to TOPPAN Holdings Inc. (“Toppan”) for approximately $1.8 billion on a cash-free and debt-free basis and subject to customary adjustments (the “Transaction”).
On April 1, 2025, the Company completed the sale of TFP to TOPPAN Holdings Inc. (“Toppan”) for approximately $1.8 billion on a cash-free and debt-free basis and subject to customary adjustments. See Notes 1 and 2 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K for additional information.
This group comprised 28% and 25% of consolidated net sales in 2023 and 2022, respectively. 4 FORM 10-K SONOCO 2024 ANNUAL REPORT Industrial Paper Packaging The Industrial Paper Packaging segment accounted for approximately 44%, 44%, and 46% of the Company’s consolidated net sales in the years ended December 31, 2024, 2023, and 2022, respectively.
The Company believes the new geographically integrated structure creates a simpler and more efficient operating model that will lead to further innovation, collaboration and growth opportunities. Industrial Paper Packaging The Industrial Paper Packaging segment accounted for approximately 30%, 44%, and 44% of the Company’s consolidated net sales in the years ended December 31, 2025, 2024, and 2023, respectively.
On April 1, 2024, the Company completed the sale of Protexic, part of the All Other group of businesses, to Black Diamond Capital Management, LLC. This business provided foam components and integrated material solutions for various industrial end markets.
The declining percentages reflect the divestitures of the Protective Solutions business (“Protexic”), a business that provided foam components and integrated material solutions for various industrial end markets, on April 1, 2024, and ThermoSafe, the Company’s temperature-assured packaging business, on November 3, 2025.
Removed
The Transaction, which reflects the completion of the previously announced strategic review of Sonoco’s Thermoformed and Flexibles Packaging business, is subject to customary closing conditions, including regulatory approvals, and is expected to close in the first half of 2025.
Added
The Company’s decision in December 2024 to sell TFP represented a major strategic shift in operations.
Removed
Further, the Company reclassified the assets and liabilities of TFP as assets and liabilities of discontinued operations in the Consolidated Balance Sheets as of December 31, 2024 and 2023. The Consolidated Statements of Comprehensive Income, Changes in Total Equity, and Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations.
Added
On November 3, 2025, the Company completed the sale of ThermoSafe, its temperature-assured packaging business and part of the All Other group of businesses, to Arsenal Capital Partners (“Arsenal”), a private equity firm, for net cash consideration of $656 million paid at closing on a cash-free and debt-free basis and subject to customary adjustments.
Removed
Products within the All Other businesses consist of a variety of packaging materials including plastic, paper, foam, and various other specialty materials. All Other businesses serve a wide variety of end markets including consumer staples, consumer discretionary, and industrial.
Added
The sale of ThermoSafe substantially concluded the Company’s portfolio transformation goal of streamlining its operations from a large portfolio of diversified businesses into two core global business segments.
Added
Effective January 1, 2026, this business will be reported within the Industrial Paper Packaging segment and the use of the All Other category will be discontinued. Effective January 1, 2024, the Company began conducting its recycling operations, part of the Industrial Paper Packaging segment, as a procurement function.
Added
In 2024 and 2023, rigid paper containers were the Company’s largest revenue-producing group of products and services, representing 27% and 28%, respectively, of consolidated net sales. 4 FORM 10-K SONOCO 2025 ANNUAL REPORT The Company is consolidating its global metal packaging and rigid paper containers businesses under one structure based on two geographies - Consumer Packaging, EMEA and Asia-Pacific (“APAC”) and Consumer Packaging, Americas.
Added
As of December 31, 2025, the operations in All Other consisted of approximately 5 plants in the Company’s industrial and specialty plastics business. As noted above, effective January 1, 2026, this business will be reported within the Industrial Paper Packaging segment and the use of All Other will be discontinued.
Added
Our sustainability goals include reducing greenhouse gas emissions, energy and water usage, and using life cycle assessment to measure and reduce the environmental impact of our packaging products.
Added
Following the divestitures of TFP and ThermoSafe in 2025, Sonoco had approximately 22,000 full-t ime equivalent employees as of December 31, 2025, of which approximately 35% are located in the United States, 42% in Europe, and 23% in other geographies .
Added
Our executive compensation program is designed to align incentives with achievement of the Company’s strategic plan and both short- and long-term operating objectives.
Added
Haley, Chairman of Sonoco’s Board of Directors. Paul Joachimczyk 53 Chief Financial Officer since June 30, 2025. Previously, Senior Vice President, Chief Financial Officer and Corporate Secretary of American Woodmark Corporation, 2022-2025; Vice President, Chief Financial Officer and Corporate Secretary of American Woodmark Corporation, 2020-2022. Joined Sonoco in 2025. Rodger D. Fuller 64 Chief Operating Officer since 2022 .

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOther risks and challenges associated with acquisitions include, without limitation: substantial costs and indebtedness associated with negotiating and completing acquisitions; demands on management related to increase in size of our businesses and additional responsibilities of management; diversion of management’s attention; disruptions to our ongoing businesses; inaccurate estimates of fair value in accounting for acquisitions and amortization of acquired intangible assets, which could reduce future reported earnings; difficulties in assimilation and retention of employees; difficulties in integration of departments, systems, technologies, books and records, controls (including internal financial and disclosure controls), procedures, and policies; potential loss of major customers and suppliers; challenges associated with operating in new geographic regions; challenges associated with the operation of new, different or more complex operations; challenges associated with integrating legacy compliance programs; difficulties in maintaining uniform standards, controls, procedures, and policies; difficulties in servicing and repaying indebtedness and limitations on flexibility from the financing of acquisitions; potential failure to anticipate delays or restrictions resulting from regulatory review or required approvals; potential failure to consummate an acquisition; potential failure to identify material problems and liabilities during due diligence review of acquisition targets; and potential failure to obtain sufficient indemnification rights to fully offset possible liabilities associated with acquired businesses. 12 FORM 10-K SONOCO 2024 ANNUAL REPORT Even if we are successful in integrating our acquisitions, such acquisitions may not ultimately be successful or accretive to earnings, and we may not realize the expected benefits from such transactions within the anticipated time frame, or at all.
Biggest changeOther risks and challenges associated with acquisitions include, without limitation: substantial costs and indebtedness associated with negotiating and completing acquisitions; demands on management related to increase in size of our businesses and additional responsibilities of management; diversion of management’s attention; disruptions to our ongoing businesses; changes to our pricing model; inaccurate estimates of fair value in accounting for acquisitions and amortization of acquired intangible assets, which could reduce future reported earnings; difficulties in assimilation and retention of employees; difficulties in integration of departments, systems, technologies, books and records, controls (including internal financial and disclosure controls), procedures, and policies; potential loss of major customers and suppliers; challenges associated with operating in new geographic regions and competitive environments; challenges associated with the operation of new, different or more complex operations; challenges associated with integrating legacy compliance programs; difficulties in maintaining uniform standards, controls, procedures, and policies; difficulties in servicing and repaying indebtedness and limitations on flexibility from the financing of acquisitions; potential failure to anticipate delays or restrictions resulting from regulatory review or required approvals; potential failure to consummate an acquisition; potential failure to identify material problems and liabilities during due diligence review of acquisition targets; and potential failure to obtain sufficient indemnification rights to fully offset possible liabilities associated with acquired businesses.
We have started to cautiously introduce certain AI capabilities via Microsoft CoPilot in our environment, and some of our business solution partners have also added AI capabilities to their tooling, but usage is still minimal.
We have started to introduce certain AI capabilities via Microsoft CoPilot in our environment, and some of our business solution partners have also added AI capabilities to their tooling, but usage is still minimal.
There has been increased focus from investors, customers, the general public, and governmental and nongovernmental authorities on climate change and GHG emissions.
There has been increased focus from investors, customers, the general public, and certain governmental and nongovernmental authorities on climate change and GHG emissions.
As with all large environments, our information technology systems may be susceptible to damage, disruption or shutdown due to natural disaster, hardware or software failure, obsolescence, cyberattack, support infrastructure failure, user errors or malfeasance resulting in malicious or accidental destruction of information or functionality, or other catastrophic events.
As with all large environments, our IT systems may be susceptible to damage, disruption or shutdown due to natural disaster, hardware or software failure, obsolescence, cyberattack, support infrastructure failure, user errors or malfeasance resulting in malicious or accidental destruction of information or functionality, or other catastrophic events.
It is possible that we may in the future suffer a criminal attack whereby unauthorized parties gain access to our information technology networks and systems, including sensitive, confidential or proprietary data, and we may not be able to identify and respond to such an incident in a timely manner.
It is possible that we may in the future suffer a criminal attack whereby unauthorized parties gain access to our IT networks and systems, including sensitive, confidential or proprietary data, and we may not be able to identify and respond to such an incident in a timely manner.
The changes to existing or imposition of new laws, regulatory requirements, policies, international accords or changing interpretations thereof, changes in the enforcement priorities of regulators, and differing or competing regulations and standards across the markets where we manufacture, distribute and sell our products, as well as relating to 15 FORM 10-K SONOCO 2024 ANNUAL REPORT matters beyond our core products, including environmental sustainability, climate change, human capital and employment matters, has in the past and could continue to result in higher production and manufacturing costs, compliance costs, capital expenditures and other costs, resulting in adverse effects on our business.
The changes to existing or imposition of new laws, regulatory requirements, policies, international accords or changing interpretations thereof, changes in the enforcement priorities of regulators, and differing or competing regulations and standards across the markets where we manufacture, distribute and sell our products, as well as relating to matters beyond our core products, including environmental sustainability, climate change, human capital and employment matters, has in the 16 FORM 10-K SONOCO 2025 ANNUAL REPORT past and could continue to result in higher production and manufacturing costs, compliance costs, capital expenditures and other costs, resulting in adverse effects on our business.
Failure to provide adequate privacy protections and maintain compliance with data privacy laws could result in interruptions or damage to our operations, legal or reputational risks, create liabilities for us, subject us to sanctions by data protection regulators and result in significant penalties, and increase our cost of doing business, all of which could have a material and adverse impact on our business, financial condition and results of operations. 18 FORM 10-K SONOCO 2024 ANNUAL REPORT Risks Related to Accounting, Human Resources, Financial, and Business Matters and Taxation Changes in pension plan assets or liabilities may reduce our results of operations and shareholders’ equity.
Failure to provide adequate privacy protections and maintain compliance with data privacy laws could result in interruptions or damage to our operations, legal or reputational risks, create liabilities for us, subject us to sanctions by data protection regulators and result in significant penalties, and increase our cost of doing business, all of which could have a material and adverse impact on our business, financial condition and results of operations. 19 FORM 10-K SONOCO 2025 ANNUAL REPORT Risks Related to Accounting, Human Resources, Financial, and Business Matters and Taxation Changes in pension plan assets or liabilities may reduce our results of operations and shareholders’ equity.
Depending on the direction, changes in those rates will either increase or decrease net sales, costs, net income, and other balances reported in U.S. dollars. Our acquisition of Eviosys increases our exposure to the effects of such changes.
Depending on the direction, changes in those rates will either increase or decrease net sales, costs, net income, and other balances reported in U.S. dollars. Our acquisition of Eviosys increased our exposure to the effects of such changes.
As a result, restructuring and divestiture costs have been, and are expected to continue to be, a recurring component of our operating costs, the magnitude of which could vary significantly from year to year depending on the scope of such activities.
A s a result, restructuring and divestiture costs have been, and are expected to continue to be, a recurring component of our operating costs, the magnitude of which could vary significantly from year to year depending on the scope of such activities.
As discussed further elsewhere in this Annual Report on Form 10-K and in our other filings with the SEC, some of these risks have already affected us. Global economic conditions and disruptions in the credit markets could adversely affect our business, financial condition, and results of operations.
As discussed further elsewhere in this Annual Report on Form 10-K and in our other filings with the SEC, some of these risks have already affected us. 9 FORM 10-K SONOCO 2025 ANNUAL REPORT Global economic conditions and disruptions in the credit markets could adversely affect our business, financial condition, and results of operations.
Although we have policies and procedures in place to promote compliance with such laws, there can be no assurance that they will be followed at all times or effectively detect and prevent all a violations of export control laws and economic sanctions in connection with these operations in Russia will not occur.
Although we have policies and procedures in place to promote compliance with such laws, there can be no assurance that they will be followed at all times or effectively detect and prevent all violations of export control laws and economic sanctions in connection with these operations in Russia.
Furthermore, the tactics, techniques, and procedures used by malicious actors to obtain unauthorized access to information technology systems and networks change frequently and often are not recognizable until launched against a target. Accordingly, we may be unable to anticipate these techniques or implement adequate preventative measures.
Furthermore, the tactics, techniques, and procedures used by malicious actors to obtain unauthorized access to IT systems and networks change frequently and often are not recognizable until launched against a target. Accordingly, we may be unable to anticipate these techniques or implement adequate preventative measures.
Our failure, or the failure of our customers, to develop new or better products in response to changing consumer preferences in a timely manner and attractive cost may hinder our growth potential and affect our competitive position, and adversely affect our business and results of operations. 14 FORM 10-K SONOCO 2024 ANNUAL REPORT Product liability claims and other legal proceedings could adversely affect our operations and financial performance.
Our failure, or the failure of our customers, to develop new or better products in response to changing consumer preferences in a timely manner and attractive cost may hinder our growth potential and affect our competitive position, and adversely affect our business and results of operations. 15 FORM 10-K SONOCO 2025 ANNUAL REPORT Product liability claims and other legal proceedings could adversely affect our operations and financial performance.
At December 31, 2024, the carrying value of the goodwill and intangible assets of our continuing operations was approxi mately $5.1 billion . We are required to evaluate our goodwill for impairment annually, or more frequently when evidence of potential impairment exists. The impairment test requires us to analyze a number of factors and make estimates that require judgment.
At December 31, 2025, the carrying value of the goodwill and intangible assets of our continuing operations was approxi mately $5.2 billion. We are required to evaluate our goodwill for impairment annually, or more frequently when evidence of potential impairment exists. The impairment test requires us to analyze a number of factors and make estimates that require judgment.
These additional risks, which can vary substantially by country and by region, can adversely affect our business operations and financial results, and include, without limitation: foreign currency exchange rate fluctuations and foreign currency exchange controls; hyperinflation and currency devaluation; possible limitations on conversion of foreign currencies into dollars, or payment of dividends and other payments by non-U.S. subsidiaries; tariffs, non-tariff barriers, duties, taxes, government royalties, including the imposition or increase of withholding and other taxes on remittances and other payments by non-U.S. subsidiaries, or other restrictions on foreign trade or changes in restrictions on trade between the United States and the countries where Sonoco’s products are manufactured or sold; the risk that our interpretation of our rights and responsibilities under local statutory and regulatory rules for sales taxes, VAT and similar taxes, statutory accounting requirements, licenses and permits, etc. may prove to be incorrect or unsupportable, resulting in fines, penalties, or other liabilities related to non-compliance, damage to our reputation, unanticipated operational restrictions or other consequences as a result of our actions, or inaction, taken to perform our responsibilities or protect our rights; changes in tax laws, or the interpretation of such laws, affecting taxable income, tax deductions, or other attributes relating to our non-U.S. earnings or operations; inconsistent product regulation or policy changes by foreign agencies or governments; difficulties in enforcement of contractual obligations and intellectual property rights; high social benefit costs for labor, including more expansive rights of foreign unions and works councils, and costs associated with restructuring activities; national and regional labor strikes; changes in immigration and labor laws that may adversely impact our access to technical and professional talent; difficulties in staffing and managing international operations; geographic, language, and cultural differences between personnel in different areas of the world; differences in local business practices; foreign governments’ restrictive trade policies, customs, import/export and other trade compliance regulations; compliance with and changes in applicable foreign laws and regulations, including with respect to data privacy, artificial intelligence (“AI”), consumer protection, environmental and antitrust matters; compliance with U.S. laws, including those affecting trade and foreign investment (including economic sanctions compliance) and the Foreign Corrupt Practices Act; loss or non-renewal of treaties between foreign governments and the United States; product boycotts, including with respect to products of our multi-national customers; increased costs of maintaining international manufacturing facilities and undertaking international marketing programs; supply chain and distribution challenges, including fluctuations in shipping costs, limitations on shipping and receiving capacity, and other supply chain and distribution disruptions; difficulty in collecting international accounts receivable and potentially longer payment cycles; the potential for nationalization or expropriation of our enterprises or facilities without appropriate compensation; and political, social, legal and economic instability, civil unrest, war and other geopolitical tensions (such as the ongoing conflicts between Russia and Ukraine and in the Middle East), catastrophic events, acts of terrorism, and health emergencies or widespread outbreaks of infectious diseases (such as COVID-19).
These additional risks, which can vary substantially by country and by region, can adversely affect our business operations and financial results, and include, without limitation: foreign currency exchange rate fluctuations and foreign currency exchange controls; hyperinflation and currency devaluation; possible limitations on conversion of foreign currencies into dollars, or payment of dividends and other payments by non-U.S. subsidiaries; tariffs, non-tariff barriers, duties, taxes, government royalties, including the imposition or increase of withholding and other taxes on remittances and other payments by non-U.S. subsidiaries, or other restrictions on foreign trade or changes in restrictions on trade between the United States and the countries where Sonoco’s products are manufactured or sold; the risk that our interpretation of our rights and responsibilities under local statutory and regulatory rules for sales taxes, VAT and similar taxes, statutory accounting requirements, licenses and permits, etc. may prove to be incorrect or unsupportable, resulting in fines, penalties, or other liabilities related to non-compliance, damage to our reputation, unanticipated operational restrictions or other consequences as a result of our actions, or inaction, taken to perform our responsibilities or protect our rights; changes in tax laws, or the interpretation of such laws, affecting taxable income, tax deductions, or other attributes relating to our non-U.S. earnings or operations; inconsistent product regulation or policy changes by foreign agencies or governments; difficulties in enforcement of contractual obligations and intellectual property rights; high social benefit costs for labor, including more expansive rights of foreign unions and works councils, and costs associated with restructuring activities; national and regional labor strikes; changes in immigration and labor laws that may adversely impact our access to technical and professional talent; difficulties in staffing and managing international operations; geographic, language, and cultural differences between personnel in different areas of the world; differences in local business practices; foreign governments’ restrictive trade policies, customs, import/export and other trade compliance regulations; changes to multilateral conventions, treaties, tariffs and trade measures or other arrangements between or among sovereign nations; compliance with and changes in applicable foreign laws and regulations, including with respect to data privacy, AI, consumer protection, environmental and antitrust matters; compliance with U.S. laws, including those affecting trade and foreign investment (including economic sanctions compliance) and the Foreign Corrupt Practices Act; loss or non-renewal of treaties between foreign governments and the United States; product boycotts, including with respect to products of our multi-national customers; increased costs of maintaining international manufacturing facilities and undertaking international marketing programs; supply chain and distribution challenges, including fluctuations in shipping costs, limitations on shipping and receiving capacity, and other supply chain and distribution disruptions; difficulty in collecting international accounts receivable and potentially longer payment cycles; the potential for nationalization or expropriation of our enterprises or facilities without appropriate compensation; and political, social, legal and economic instability, civil unrest, war, expansion of same and other geopolitical tensions (such as the ongoing conflict between Russia and Ukraine and uncertainty in the Middle East, the potential escalation of tensions between China and Taiwan, and the potential impact of recent events in Venezuela on Latin America), catastrophic events, acts of terrorism, and health emergencies or widespread outbreaks of infectious diseases.
If we fail to maintain the adequacy of our internal controls, as such standards are modified, supplemented or amended from time to time, we could be subject to regulatory scrutiny, civil or criminal penalties or litigation.
If we fail to maintain the adequacy of our internal controls, as such standards are modified, supplemented or amended from time to time, we cou ld be subject to regulatory scrutiny, civil or criminal penalties or litigation.
We sponsor various defined benefit plans worldwide and had an aggregate PBO for these plans of approximately $472 million as of December 31, 2024. The difference between defined benefit plan obligations and assets (the funded status of the plans) significantly affects the net periodic benefit costs and the ongoing funding requirements of the plans.
We sponsor various defined benefit plans worldwide and had an aggregate PBO for these plans of approximately $483 million as of December 31, 2025. The difference between defined benefit plan obligations and assets (the funded status of the plans) significantly affects the net periodic benefit costs and the ongoing funding requirements of the plans.
We have invested a substantial amount of capital in acquisitions, joint ventures, and strategic investments, including our acquisition of Eviosys in December 2024, the acquisitions of the Chattanooga Mill and the remaining equity interest in RTS Packaging in September 2023, and the acquisition of Metal Packaging in January 2022, and we expect that we will continue to evaluate potential acquisitions, joint ventures, and strategic investments in the future.
We have invested a substantial amount of capital in acquisitions, joint ventures, and strategic investments, including our acquisition of Eviosys in December 2024, the acquisition of a paper mill in Chattanooga, Tennessee (the “Chattanooga Mill”) and the remaining equity interest in RTS Packaging, LLC in September 2023, and the acquisition of Metal Packaging in January 2022, and we expect that we will continue to evaluate potential acquisitions, joint ventures, and strategic investments in the future.
Risks Related to the Domestic and Global Economies and to Doing Business Globally Our international operations subject us to various risks that could adversely affect our business operations and financial results. We have operations throughout North and South America, Europe, Australia and Asia, with approxim ately 315 owned and leased facilities in 40 countries as of Decembe r 31, 2024.
Risks Related to the Domestic and Global Economies and to Doing Business Globally Our international operations subject us to various risks that could adversely affect our business operations and financial results. We have operations throughout North and South America, Europe, Australia and Asia, with approxim ately 265 owned and leased facilities in 37 countries as of Decembe r 31, 2025.
Current global economic challenges, including inflationary pressures, supply chain disruptions, currency fluctuations, geopolitical uncertainty, military conflicts, increased interest rates and recession risks, as well as the rising debt levels of the United States and other countries, are likely to continue to put pressure on the economy, and on us. For example, during 2022 and 2023, the U.S.
Current global economic challenges, including inflationary pressures, supply chain disruptions, changing tariffs and other trade restrictions, currency fluctuations, geopolitical uncertainty, military conflicts, increased interest rates and recession risks, as well as the rising debt levels of the United States and other countries, are likely to continue to put pressure on the economy, and on us. For example, the U.S.
As of December 31, 2024, these plans held a total of approximately $304 million in assets consisting primarily of fixed income securities and mutual funds, funding a portion of the PBOs of the plans.
As of December 31, 2025, these plans held a total of approximately $320 million in assets consisting primarily of mutual funds and fixed income securities, funding a portion of the PBOs of the plans.
Changes to laws and regulations dealing with environmental, health and safety, and corporate social responsibility issues (e.g., sustainability) are made or proposed with some frequency, and some of the proposals, if adopted, might, directly or indirectly, result in a material reduction in 16 FORM 10-K SONOCO 2024 ANNUAL REPORT the results of operations of one or more of our operating un its.
Changes to laws and regulations dealing with environmental, health and safety, and corporate social responsibility issues (e.g., sustainability) are made or proposed with some frequency, and some of the proposals, if adopted, might, directly or indirectly, result in a material reduction in the results of operations of one or more of our operating un its.
Other variable-rate borrowings at December 31, 2024 were approximately $0.2 billion. 17 FORM 10-K SONOCO 2024 ANNUAL REPORT We may incur additional debt in the future, which could increase the risks associated with our leverage.
Other variable-rate borrowings at December 31, 2025 were approximately $0.1 billion. 18 FORM 10-K SONOCO 2025 ANNUAL REPORT We may incur additional debt in the future, which could increase the risks associated with our leverage.
Risks Related to Financing Activities We, or our customers, may not be able to obtain necessary credit or, if so, on reasonable terms. At December 31, 2024, we had $4.1 billion of fixed-rate debt outstanding.
Risks Related to Financing Activities We, or our customers, may not be able to obtain necessary credit or, if so, on reasonable terms. At December 31, 2025, we had $3.7 billion of fixed-rate debt outstanding.
We on occasion utilize debt instruments with a variable rate of interest, including term loan facilities, under which we had outstanding indebtedness tot aling $2.7 billion as of December 31, 2024. Fluctuations in interest rates can increase borrowing costs and, depending on the magnitude of variable-rate borrowings outstanding, could potentially have a material and adverse effect on our business.
We on occasion utilize debt instruments with a variable rate of interest, including term loan facilities, under which we had outstanding indebtedness totaling $0.5 billion as of December 31, 2025. Fluctuations in interest rates can increase borrowing costs and, depending on the magnitude of variable-rate borrowings outstanding, could potentially have a material and adverse effect on our business.
At December 31, 2024, scheduled debt maturities in 2025 totaled $2.1 billion . Risks Related to Information Technology and Cybersecurity We rely on our information technology, and its failure or disruption could disrupt our operations and adversely affect our business, financial condition and results of operations.
At December 31, 2025, scheduled debt maturities in 2026 totaled approximately $0.5 billion. Risks Related to Information Technology and Cybersecurity We rely on our information technology, and its failure or disruption could disrupt our operations and adversely affect our business, financial condition and results of operations.
These export control and sanctions restrictions may impair our ability to leverage these Russian operations and adversely affect its financial condition. We expect that continuing to operate in Russia in compliance with applicable U.S., EU, UK, and other laws and regulations will require us to expend substantial resources and devote significant management attention.
These export controls and sanctions may impair our ability to leverage these Russian operations. We expect that continuing to operate in Russia in compliance with applicable U.S., EU, UK, and other laws and regulations will require us to expend substantial resources and devote significant management attention.
Any future additional export controls or sanctions imposed by the United States, the United Kingdom, the European Union, or other countries could further exacerbate these effects. Further, our operations are subject to anti-corruption laws and sanctions regulations concerning both private and public-sector corruption in various jurisdictions where we do business.
Any future additional export controls or sanctions imposed by the US, the UK, the EU, or other countries could further exacerbate these effects. Further, our operations are subject to anti-corruption laws and sanctions regulations concerning both private and public-sector corruption in various jurisdictions where we do business.
For example, we may be subject to future policy changes and regulations that discourage the use of single-use plastics and packaging containing per- and polyfluoroalkyl substances (PFAs), mandate certain waste management practices, recycling or the use of recycled content, or place limitations on certain kinds of packaging materials.
For example, we may be subject to future policy changes and regulations that 17 FORM 10-K SONOCO 2025 ANNUAL REPORT discourage the use of single-use plastics and packaging containing per- and polyfluoroalkyl substances (PFAs), mandate certain waste management practices, recycling or the use of recycled content, or place limitations on certain kinds of packaging materials.
Our inability to effectively manage the adverse impacts of changing U.S. and foreign trade policies could materially and adversely impact our consolidated financial condition and results of operations. 10 FORM 10-K SONOCO 2024 ANNUAL REPORT Currency exchange rate fluctuations may adversely affect our results of operations and shareholders’ equity.
Our inability to effectively manage the adverse impacts of changing U.S. and foreign trade policies could materially and adversely impact our consolidated financial condition and results of operations. Currency exchange rate fluctuations may adversely affect our results of operations and shareholders’ equity.
Such a disruption could occur as a result of any number of events including but not limited to: political events, trade and other international disputes, war (such as the ongoing conflict between Russia and Ukraine as well as the economic sanctions related thereto, and the ongoing conflicts in the Middle East), terrorism, industrial accidents, major equipment failure, labor stoppages, transportation failures affecting the supply and shipment of materials, disruptions at our suppliers, fire, severe weather conditions (including as a result of climate change), natural disasters and disruptions in utility services, as well as disruptions related to localized or widespread public health events (including epidemics or pandemics, such as the COVID-19 pandemic).
Such a disruption could occur as a result of any number of events including but not limited to: political events, trade and other international disputes, war (such as the ongoing conflict between Russia and Ukraine as well as the economic sanctions related thereto, and uncertainty in the Middle East, the potential escalation of tensions between China and Taiwan, and the potential impact of recent events in Venezuela on Latin America), terrorism, industrial accidents, major equipment failure, labor stoppages, transportation failures affecting the supply and shipment of materials, disruptions at our suppliers, fire, severe weather conditions (including as a result of climate change), natural disasters and disruptions in utility services, as well as disruptions related to localized or widespread public health events (including epidemics or pandemics).
As part of the Eviosys acquisition, we acquired certain existing operations in Russia. While we are still evaluating these operations, Russia carries a heightened risk from an export controls and sanctions perspective, including export control restrictions and restrictions concerning transactions involving sanctioned persons and the provision of certain services and investments.
As part of the Eviosys acquisition in December 2024, we acquired certain existing operations in Russia. These operations carry a heightened risk from an export controls and sanctions perspective, including export control restrictions and restrictions concerning transactions involving sanctioned persons and the provision of certain services and investments.
Acquisitions also involve special risks, including, without limitation, the potential assumption of unanticipated liabilities and contingencies, and the challenges of effectively integrating acquired businesses.
Acquisitions also involve special risks, including, without limitation, the impairment of goodwill and other intangible assets, the potential assumption of unanticipated liabilities and contingencies, and the challenges of effectively integrating acquired businesses.
As of December 31, 2024, approximately $7.0 million was reserved for environmental liabilities. Such reserves are established when it is considered probable that we have some liability.
As of December 31, 2025, approximately $1.8 million was reserved for environmental liabilities. Such reserves are established when it is considered probable that we have some liability.
If a significant write down were required, the charge could have a material and adverse effect on our results of operations and shareholders’ equity. Full realization of our deferred tax assets may be affected by a number of factors.
If a significant write down were required, the charge could have a material and adverse effect on our results of operations and shareholders’ equity. 20 FORM 10-K SONOCO 2025 ANNUAL REPORT Full realization of our deferred tax assets may be affected by a number of factors.
These competitive advantages may enable our competition to adapt more quickly to changing customer or consumer preferences; changes brought about by public health events, supply chain constraints, inflationary pressures, currency fluctuations, geopolitical uncertainty, and increased interest rates; or the introduction of new products, technologies, and equipment, including advanced technologies such as AI.
These competitive advantages may enable our competition to adapt more quickly to changing customer or consumer preferences, including with respect to more sustainable products and packaging; changes brought about by public health events, supply chain constraints, 14 FORM 10-K SONOCO 2025 ANNUAL REPORT inflationary pressures, currency fluctuations, geopolitical uncertainty, and increased interest rates; or the introduction of new products, technologies, and equipment, including advanced technologies such as AI.
Additionally, maintaining effectiveness of our internal control over financial reporting is made more challenging by the fact that as of December 31, 2024, we had approximately 210 subsidiaries and joint ventures in 40 countri es around the world.
Additionally, maintaining effectiveness of our internal control over financial reporting is made more challenging by the fact that as of December 31, 2025, we had approximately 166 subsidiaries and joint ventures in 37 countries around the world.
Prices and availability of these raw materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions, inflation, currency and commodity price fluctuations, tariffs, resource availability, transportation costs, weather conditions and natural disasters, war, political unrest and instability (such as the ongoing conflicts between Russia and Ukraine and in the Middle East), and other factors impacting supply and demand pressures.
Prices and availability of these raw materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions, inflation, currency and commodity price fluctuations, tariffs, resource availability, transportation costs, weather conditions and natural disasters, war, political unrest and instability (such as the ongoing conflict between Russia and Ukraine and uncertainty in the Middle East, the potential escalation of tensions between China and Taiwan, and the potential impact of recent events in Venezuela on Latin America), and other factors impacting supply and demand pressures.
We have established valuation allowances to reduce those deferred tax assets to an amount that we believe is more likely than not to be realized prior to expiration of such deferred tax 19 FORM 10-K SONOCO 2024 ANNUAL REPORT assets.
We have established valuation allowances to reduce those deferred tax assets to an amount that we believe is more likely than not to be realized prior to expiration of such deferred tax assets.
We may be unable to successfully pass on these costs through price increases, adjust our supply chain without incurring significant costs, or locate alternative suppliers for raw materials or finished goods at acceptable costs or in a timely manner.
If we are unable to successfully reduce or pass on these costs through price increases, adjust our supply chain without incurring significant costs, or locate alternative suppliers for raw materials or finished goods at acceptable costs or in a timely manner, our net sales, costs, and margins could be adversely affected.
In order to mitigate the impact of these trade-related increases on our costs of products sold, we have increased and may in the future increase prices in certain markets and, over the longer term, make changes in our supply chain and potentially, our U.S. manufacturing strategy. Implementing price increases may cause our customers to find alternative sources for their products.
In order to mitigate the impact of these trade-related increases on our costs of products sold, we have increased, and may further increase in the future, prices in certain markets and, over the longer term, make changes in our supply chain and potentially, our global manufacturing strategy.
The Organisation for Economic Co-operation and Development (“OECD”) has issued the Global Anti-Base Erosion Model Rules (“Pillar II”) which generally provides for multinational organizations to have a minimum effective corporate tax rate of 15% in each jurisdiction in which they operate.
The Organisation for Economic Co-operation and Development (“OECD”) has issued the Base Erosion and Profit Shifting (“BEPS”) Pillar II rules which generally provide for multinational organizations to have a minimum effective corporate tax rate of 15% in each jurisdiction in which they operate.
In addition, failure to maintain adequate internal controls could result in financial statements that do not accurately reflect our financial condition, and we may be required to restate previously published financial information, which could have a material and adverse effect on our operations, investor confidence in our business and the trading prices of our securities. 20 FORM 10-K SONOCO 2024 ANNUAL REPORT Our disclosure controls and procedures and internal controls may not prevent or detect all errors or acts of fraud.
In addition, failure to maintain adequate internal controls could result in financial statements that do not accurately reflect our financial condition, and we may be required to restate previously published financial information, which could have a material and adverse effect on our operations, investor confidence in our business and the trading prices of our securities.
U.S., EU, UK, and other economic sanctions, export controls and related laws and regulations may increase and make continuing such Russia operations impracticable or impossible. Export control laws and economic sanctions may also have an indirect adverse effect on our business.
U.S., EU, UK, and other economic sanctions, export controls and related laws and regulations may increase and make continuing such Russia operations impracticable or impossible.
Changes in domestic and global economic conditions may have an adverse impact on our business operations and financial results. Because of the nature of our products and services, general economic downturns in the United States and globally can adversely affect our business operations and financial results.
Because of the nature of our products and services, general economic downturns in the United States and globally can adversely affect our business operations and financial results.
Although the Federal Reserve lowered rates by a total of 100 basis points in three separate actions in September, November, and December 2024, and has indicated that it expects to further reduce interest rates in 2025, high interest rates may persist and may, among other things, reduce the availability and increase the costs of obtaining new variable rate debt and refinancing existing indebtedness, and adversely impact our financial condition and results of operations.
Although the Federal Reserve subsequently lowered rates by a total of 175 basis points during 2024 and 2025, relatively high interest rates may persist and may, among other things, reduce the availability and increase the costs of obtaining new variable rate debt and refinancing existing indebtedness, and adversely impact our financial condition and results of operations.
If we fail to continue to maintain effective internal control over financial reporting at a reasonable assurance level, we may not be able to accurately report our financial results, and may be required to restate previously published financial information, which could have a material and adverse effect on our operations, investor confidence in our business and the trading prices of our securities.
Future changes in tax law could significantly impact our provision for income taxes, the amount of taxes payable, and our deferred tax asset and liability balances. 21 FORM 10-K SONOCO 2025 ANNUAL REPORT If we fail to continue to maintain effective internal control over financial reporting at a reasonable assurance level, we may not be able to accurately report our financial results, and may be required to restate previously published financial information, which could have a material and adverse effect on our operations, investor confidence in our business and the trading prices of our securities.
Weakened global economic conditions may also result in unfavorable changes in our product price/mix and lower profit margins. We have experienced most of these conditions to some extent as a result of the global economic impact of the pandemic. All of these factors may have a material and adverse effect on our business, results of operations, financial condition, and prospects.
Weakened global economic conditions may also result in unfavorable changes in our product price/mix and lower profit margins. All of these factors may have a material and adverse effect on our business, results of operations, financial condition, and prospects. Risks Related to Manufacturing Operations Raw materials, energy and other price increases or shortages may impact our results of operations.
However, we may not be able to identify suitable acquisition candidates or complete acquisitions on acceptable timing, terms, and conditions. Other companies in our industries have similar investment and acquisition strategies to ours, and competition for acquisitions may intensify. If we are unable to identify acquisition candidates that meet our criteria, our potential for growth may be restricted.
However, we may not be able to identify suitable acquisition candidates or complete acquisitions on acceptable timing, terms, and conditions. Other companies in our industries have similar investment and acquisition strategies to ours, and competition 13 FORM 10-K SONOCO 2025 ANNUAL REPORT for acquisitions may intensify.
In 2024, approximately 33% of consolidated sales came from operations outside of the United States, and we significantly expanded our international operations with the acquisition of Eviosys in December 2024.
In 2025, approximately 52% of consolidated sales came from operations outside of the United States, reflecting the significant expansion of our international operations with the December 2024 acquisition of Eviosys.
Some of our facilities are subject to these regulations, and compliance with such rules and any other regulatory responses to climate change could in the future significantly increase costs and add complexity to our operations.
Such rules and regulations could include, among other things, cap-and-trade programs, carbon taxes, and mandates within certain industries or activities to reduce GHG emissions. Some of our facilities are subject to these regulations, and compliance with such rules and any other regulatory responses to climate change could in the future significantly increase costs and add complexity to our operations.
Although we monitor our exposures and, from time to time, may use forward currency contracts to hedge certain forecasted foreign currency transactions or foreign currency denominated assets and liabilities, our hedging activities do not completely insulate us from the effects of foreign currency fluctuations and also expose us to counterparty risk of nonperformance.
Although we monitor our exposures and, from time to time, may use forward currency contracts to hedge certain forecasted foreign currency transactions or foreign currency denominated assets and liabilities, our hedging activities do not completely insulate us from the effects of foreign currency fluctuations and also expose us to counterparty risk of nonperformance. 11 FORM 10-K SONOCO 2025 ANNUAL REPORT Changes in domestic and global economic conditions may have an adverse impact on our business operations and financial results.
As a result, we may be unable to prevent violations of applicable laws or other misconduct by a joint venture, or the failure to satisfy contractual obligations by one or more parties.
As a result, we may be unable to prevent violations of applicable laws or other misconduct by a joint venture, or the failure to satisfy contractual obligations by one or more parties. Moreover, a joint venture may not be subject to or follow the same requirements regarding compliance, internal controls and internal control over financial reporting that we follow.
Potential effects on us include financial instability, inability to obtain credit to finance operations, and insolvency. 9 FORM 10-K SONOCO 2024 ANNUAL REPORT We are subject to governmental export and import control laws, economic sanctions, anti-corruption laws and other regulations in certain jurisdictions where we do business that could subject us to liability or impair our ability to compete in these markets.
We are subject to governmental export and import control laws, economic sanctions, anti-corruption laws and other regulations in certain jurisdictions where we do business that could subject us to liability or impair our ability to compete in these markets.
Collecting, measuring, and reporting ESG information and metrics can be costly, difficult, and time-consuming, are subject to evolving reporting standards and interpretive guidance, and can present numerous operational, reputational, financial, legal, and other risks.
We are assessing our obligations under these laws and expect that compliance with these and other future reporting obligations could require substantial cost and effort. Collecting, measuring, and reporting ESG information and metrics can be costly, difficult, and time-consuming, are subject to evolving reporting standards and interpretive guidance, and can present numerous operational, reputational, financial, legal, and other risks.
Any failure of a third-party transportation provider to deliver raw materials or finished products in a timely manner could harm our reputation, adversely impact our customer relationships, and have a material and adverse effect on our financial condition and results of operations. 11 FORM 10-K SONOCO 2024 ANNUAL REPORT We may be unable to achieve, or may be delayed in achieving, adequate returns from our efforts to optimize our operations, which could have an adverse effect on our financial condition and results of operations.
Any failure of a third-party transportation provider to deliver raw materials or finished products in a timely manner could harm our reputation, adversely impact our customer relationships, and have a material and adverse effect on our financial condition and results of operations.
Changes in this and other laws or regulations, or any change in the position of taxing authorities regarding their application, administration or interpretation, could have a material adverse effect on our business, consolidated financial condition or results of our operations.
While we do not currently anticipate any material effect on our effective tax rate, financial results, or cash flows for 2026 arising from the OBBBA, any changes in tax laws or regulations, or any change in the position of taxing authorities regarding their application, administration or interpretation, could have a material adverse effect on our business, consolidated financial condition or results of our operations.
Furthermore, regardless of whether any such challenge is resolved in our favor, the final resolution of such matter could be expensive and time consuming to defend or settle. Future changes in tax law could significantly impact our provision for income taxes, the amount of taxes payable, and our deferred tax asset and liability balances.
Furthermore, regardless of whether any such challenge is resolved in our favor, the final resolution of such matter could be expensive and time consuming to defend or settle.
In response to this agreement, other countries may change their own trade policies, including the imposition of additional tariffs and quotas, which could also adversely affect our business outside the United States.
The Company is continuing to monitor and evaluate the full impact of the U.S. Supreme Court ruling and changing trade policies and regulations. In addition, in response to the United States-Mexico-Canada Agreement (“USMCA”), other countries may change their own trade policies, including the imposition of additional tariffs and quotas, which could also adversely affect our business outside the United States.
A variety of risks could cause us not to realize some or all of the expected benefits of these initiatives. These risks include, among others, delays in the anticipated timing of activities related to such initiatives, strategies, and operating plans; increased difficulty and costs in implementing these efforts; and the incurrence of other unexpected costs associated with operating the business.
These risks include, among others, delays in the anticipated timing of activities related to such initiatives, strategies, and operating plans; increased difficulty and costs in implementing these efforts; and the incurrence of other unexpected costs associated with operating the 12 FORM 10-K SONOCO 2025 ANNUAL REPORT business.
In order to align with customer and other stakeholder expectations, we have voluntarily established and publicly disclosed our GHG reduction targets and other environmental, social and governance (“ESG”) goals and sustainability targets. These targets could prove more costly or difficult to achieve than we expect, and we may be unable to achieve these targets at acceptable cost or at all.
In order to align with customer and other stakeholder expectations, we have voluntarily established and publicly disclosed our GHG reduction targets and other environmental, social and governance (“ESG”) goals and sustainability targets.
Tax laws and regulations are continuously evolving with corporate tax reform, base-erosion efforts, global minimum tax, and increased transparency continuing to be high priorities in many tax jurisdictions in which we operate.
Tax laws and regulations are continuously evolving with corporate tax reform, base-erosion efforts, global minimum tax, and increased transparency continuing to be high priorities in many tax jurisdictions in which we operate. For example, on July 4, 2025, the One Big Beautiful Bill Act (the “OBBBA”) was signed into law in the United States.
Further, the uncertainty surrounding U.S. trade policy makes it difficult to make long-term strategic decisions regarding the best way to respond to these pressures and could also increase the volatility of currency exchange rates.
Further, the uncertainty surrounding global trade policy and its broader economic impacts requires significant management attention and makes it difficult to make long-term strategic decisions regarding the best way to respond to these pressures. Such uncertainty has in the past increased, and may in the future increase the volatility of currency exchange rates.
For example, during the COVID-19 pandemic, we previously experienced adverse effects on customer stability and demand for our products.
For example, during the COVID-19 pandemic, we experienced adverse effects on customer stability and demand for our products. Potential effects on us include financial instability, inability to obtain credit to finance operations, and insolvency.
In the European Union, the Corporate Sustainability Reporting Directive, which became effective in 2023, applies to both E.U. and non-E.U. in-scope entities and would require them to provide expansive disclosures on various sustainability topics. We are assessing our obligations under these laws and expect that compliance with these and other future reporting obligations could require substantial cost and effort.
In the European Union, the Corporate Sustainability Reporting Directive, which became effective in 2023, but is in the process of being revised, applies to both E.U. and non-E.U. in-scope entities and would require them to provide expansive disclosures on various sustainability topics.
Risks Related to Manufacturing Operations Raw materials, energy and other price increases or shortages may impact our results of operations. As a manufacturer, our sales and profitability are dependent on the availability and cost of raw materials, labor, and other inputs. Most of the raw materials we use are purchased from third parties.
As a manufacturer, our sales and profitability are dependent on the availability and cost of raw materials, labor, and other inputs. Most of the raw materials we use are purchased from third parties. Principal examples are recovered paper, paperboard, steel, aluminum and plastic resins.
In addition, in 2024, we permanently closed our uncoated paperboard mill operations in Sumner, Washington as part of our strategy to rationalize our mill network and lower operating costs. In 2023 we divested our U.S. and Mexico BulkSak businesses, sold our timberland properties, and closed several high-cost operations.
In addition, during 2024 and 2025, we permanently closed a paper mill in Mexico and a paper mill in the United States as part of our strategy to rationalize our mill network and lower operating costs, closed metal can facilities in France and Spain, and closed several other high-cost operations.
Federal Reserve raised its benchmark interest rate to combat inflation.
Federal Reserve raised its benchmark interest rate by a total of 525 basis points during 2022 and 2023 in order to combat inflation.
As a result of this testing, we have in the past recognized goodwill impairment charges , and we have identified three reporting units that are currently at risk of a future impairment charge if actual results fall short of expectations.
As a result of this testing, we have in the past recognized goodwill impairment charges , and we have identified two reporting units, Metal Packaging EMEA and Global Paper Products APAC, that are currently at risk of a future impairment charge if each does not perform in line with management’s expectations, or if there is a negative change in the long-term financial outlook or in other factors such as each reporting unit’s particular discount rate used.
Such tariffs have had, and we expect that they will continue to have, an adverse effect on our costs of products sold and margins in our North America operations.
Such tariffs and other trade restrictions, and uncertainty related thereto, have had, and may in the future have, an adverse direct effect on our costs of products sold and margins and have had, and may in the future have, an adverse indirect effect due to reduced demand for our products or other impacts to our customers, suppliers or other business partners.
In addition, although we plan to use the net proceeds of our pending divestiture of TFP and certain future dispositions to reduce our indebtedness, as required under the terms of such term loan facilities, we may be unable to complete this or other contemplated divestitures on the timing we anticipate or at all, which would further burden our debt service and operations and limit our ability to invest in our business.
Although we used the net proceeds from our divestitures of TFP and ThermoSafe in 2025 to reduce our indebtedness, as required under the terms of such term loan facilities, our ability to generate cash from the sale of assets or divestitures of business in the future is limited following the simplification of our portfolio into two core global business segments.
Removed
For example, the United States and China have imposed significant tariffs on certain products in recent years, and the current administration has proposed and in some cases implemented further increase of tariffs on Chinese and other foreign imports into the United States.
Added
Further, the Russian government has recently seized the assets of several Western companies, including metal can manufacturers, placing them under state control, or “temporary administration,” and Russia or another country could take similar actions in the future.
Removed
Additional measures targeting U.S. trade with China, including the expansion of U.S. export controls targeting China and Chinese companies, could potentially have an adverse effect on our consolidated financial condition and results of operations. In addition, in July 2020, the United States-Mexico-Canada Agreement, which replaced the North American Free Trade Agreement, became effective.
Added
Our operations in Russia accounted for approximately 1% of the Company’s net sales in 2025 and approximately 0.5% of the Company’s total assets at December 31, 2025. Export control laws and economic sanctions may also have an indirect adverse effect on our business.
Removed
Principal examples are recovered paper, paperboard, steel, aluminum and plastic resins.
Added
For example, during 2025, the U.S. government announced, delayed, re-imposed and revised a series of broad-based, as well as country-, bloc- and sector-specific, tariffs on imports, as well as other trade policy changes.
Removed
For example, in 2024 we completed the divestiture of Protexic, which manufactured molded expanded polypropylene and expanded polystyrene foam components serving the automotive, electronics, appliances, and other markets, reached an agreement to sell TFP, and we have initiated a review of strategic alternatives for our ThermoSafe business.
Added
In August 2025, the U.S. government set firmly established reciprocal tariff rates for various countries that were, for the most part, incremental increases over the previously established baseline rate of 10%. Some countries announced retaliatory actions or plans for retaliatory actions, which gave rise to further escalations of trade measures by the United States and impacted countries.
Removed
Moreover, a joint venture may not be 13 FORM 10-K SONOCO 2024 ANNUAL REPORT subject to or follow the same requirements regarding compliance, internal controls and internal control over financial reporting that we follow.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe CIO has over 18 years of experience in information technology and security, and the CISO has 32 years of information technology experience and 12 years of information security experience. 21 FORM 10-K SONOCO 2024 ANNUAL REPORT As part of its broader oversight activities, the Board oversees risks from information security threats and other risks identified by the RMC, both directly and by way of delegation to the Audit Committee.
Biggest changeAs part of its broader oversight activities, the Board oversees risks from information security threats and other risks identified by the RMC, both directly and by way of delegation to the Audit Committee.
For these highest priority risks, including cybersecurity risks, the RMC designates risk owners, sets common reporting processes, and monitors risk mitigation and treatment strategies to support business continuity. The Company’s cybersecurity risk management program leverages the National Institute of Standards and Technology Cybersecurity Framework for identifying, assessing, and managing material risks from cybersecurity threats.
For these highest priority risks, including cybersecurity risks, the RMC designates risk owners, sets common reporting processes, and monitors risk mitigation and treatment strategies to support business continuity. The Company’s cybersecurity risk management program leverages the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework for identifying, assessing, and managing material risks from cybersecurity threats.
Annual cybersecurity training is mandatory for all users with access to the Company’s IT systems, and the Company conducts monthly tests to promote phishing awareness. In addition to these prevention methods, the Company seeks to detect potential threats through external intelligence and monitoring solutions.
Annual cybersecurity training is mandatory for all users with access to the Company’s IT systems, and the Company conducts targeted monthly tests to promote phishing awareness. In addition to these prevention methods, the Company seeks to detect potential threats through external intelligence and monitoring solutions.
Although the Company did not experience a material cybersecurity incident during the year ended December 31, 2024, the scope and impact of any future incident cannot be predicted. See “Item 1A. Risk Factors Risks Related to Information Technology and Cybersecurity” for more information on the Company’s cybersecurity-related risks. Governance.
Although the Company did not experience a material cybersecurity incident during the year ended December 31, 2025, the scope and impact of any future incident cannot be predicted. See “Item 1A. Risk Factors Risks Related to Information Technology and Cybersecurity” for more information on the Company’s cybersecurity-related risks. Governance.
The Company’s cybersecurity risk management program focuses on vulnerability management, access management, and user awareness training. Among other things, the Company implements scheduled patching and system updates, proactively scans for vulnerabilities, and engages qualified third-party experts to assess the Company’s information technology infrastructure and identify vulnerabilities and opportunities for continued focus and improvement.
The Company’s cybersecurity risk management program focuses on vulnerability management, access management, and user awareness training. Among other things, the Company implements scheduled patching and system updates, proactively scans for vulnerabilities, and engages qualified third-party experts to assess the Company’s IT infrastructure and identify vulnerabilities and opportunities for continued focus and improvement.
When vulnerabilities are identified, the Company’s information technology (“IT”) management team receives reports that assess each vulnerability and track progress in remediating that vulnerability.
When vulnerabilities are identified, the Company’s IT management team receives reports that assess each vulnerability and track progress in remediating that vulnerability.
External commercial or governmental agencies are also engaged to assess potential threat activity relevant to the Company. The Company also monitors server and endpoint devices across the organization to detect signs of a cyberattack. The Company has implemented and maintains an information security incident response plan (“IR Plan”), which includes processes to assess, escalate, contain, investigate, and remediate cybersecurity incidents.
External commercial or governmental agencies are also engaged to assess potential threat activity relevant to the Company where appropriate. The Company also monitors server and endpoint devices across the organization to detect signs of a cyberattack.
A technical incident response team is responsible for technical response activities, including information gathering and forensic analysis, containment, and remediation efforts. The Company’s Crisis Management Team drives the Company’s enterprise-level crisis response process, leads decisions around response strategies, coordinates resources required to execute such strategies, and oversees all cybersecurity incidents categorized as Critical and High.
The Company’s Crisis 22 FORM 10-K SONOCO 2025 ANNUAL REPORT Management Team drives the Company’s enterprise-level crisis response process, leads decisions around response strategies, coordinates resources required to execute such strategies, and oversees all cybersecurity incidents categorized as Critical and High.
Added
The Company has implemented and maintains an information security incident response plan (“IR Plan”), which includes processes to assess, escalate, contain, investigate, and remediate cybersecurity incidents.
Added
A technical incident response team is responsible for technical response activities, including information gathering and forensic analysis, containment, and remediation efforts.
Added
The CIO has over 18 years o f experience in IT and security, and the CISO has ov er 30 years of IT experience and over 12 years of information security experience.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeThe majority of these facilities are located in North America. The most significant foreign geographic region in which the Company operates is Europe, followed by Asia. The Company believes that its facilities have been well maintained, are generally in good condition and are suitable for the conduct of its business.
Biggest changeApproximately 51% of these facilities are located in North America, primarily the United States, 32% in EMEA, 11% in APAC, and 6% in South America. The Company believes that its facilities have been well maintained, are generally in good condition and are suitable for the conduct of its business.
As of December 31, 2024 , there were a total of approximate ly 315 owned and leased facilities used by the Company in 40 countries around the world, including approximately 125 facilities in the Consumer Packaging segment, 166 in the Industrial Paper Packaging segment, and 24 in the All Other group of businesses.
As of December 31, 2025 , there were a total of approximate ly 265 owned and leased facilities used by the Company in 37 countries around the world, including approximately 102 facilities in the Consumer Packaging segment, 158 in the Industrial Paper Packaging segment, and 5 in the All Other group of businesses.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

3 edited+0 added0 removed4 unchanged
Biggest changeOf the total amounts accrued as o f December 31, 2024 and 2023, $5.1 million and $5.3 million, respectively, related to environmental contingencies at a site in Spartanburg, South Carolina that is part of the Company’s Thermoformed and Flexibles Packaging business and part of the pending sale of TFP to Toppan.
Biggest changeOf the total amount accrued as o f December 31, 2024, $5.1 million was attributable to environmental contingencies at a site in Spartanburg, South Carolina that was part of the Company’s Thermoformed and Flexibles Packaging business and included in the sale of TFP to Toppan on April 1, 2025.
Accordingly, the ultimate cost to the Company with respect to such sites, beyond what has been accrued as of December 31, 2024, cannot be determined. As of December 31, 2024 and 2023, the Company had accr ued $7.0 million and $7.3 million, re spectively, related to environmental contingencies.
Accordingly, the ultimate cost to the Company with respect to such sites, beyond what has been accrued as of December 31, 2025, cannot be determined. As of December 31, 2025 and 2024, the Company had accr ued $1.8 million and $7.0 million, re spectively, related to environmental contingencies.
Other Legal Matters Additional information regarding other legal matters is provided in Not e 18 to t he Consolidated Financial Statements of this Annual Report on Form 10-K.
Other Legal Matters Additional information regarding other legal matters is provided in Not e 18 to t he Consolidated Financial Statements of this Annual Report on Form 10-K. Item 4. Mine Safety Disclosures. Not applicable. 23 FORM 10-K SONOCO 2025 ANNUAL REPORT PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeDecember 31, 2019 2020 2021 2022 2023 2024 Sonoco Products Company $ 100.00 $ 99.24 $ 99.75 $ 108.05 $ 103.03 $ 93.63 S&P 500 $ 100.00 $ 118.40 $ 152.39 $ 124.79 $ 157.59 $ 197.02 Dow Jones US Containers & Packaging $ 100.00 $ 121.14 $ 134.41 $ 110.49 $ 118.91 $ 136.68 S&P Composite 1500 Materials $ 100.00 $ 119.60 $ 152.48 $ 136.04 $ 154.40 $ 153.89 23 FORM 10-K SONOCO 2024 ANNUAL REPORT Issuer purchases of equity securities Period (a) Total Number of Shares Purchased 1 (b) Average Price Paid per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number or Approximate Dollar Value of Shares that May Yet be Purchased under the Plans or Programs 1 9/30/24 - 11/03/24 $— $ 137,971,853 11/04/24 - 12/01/24 $— $ 137,971,853 12/02/24 - 12/31/24 $— $ 137,971,853 Total $— $ 137,971,853 In April 2021, the Board authorized the repurchase of the Company’s common stock in an aggregate amount of up to $350.0 million (the “Stock Repurchase Program”).
Biggest changeDecember 31, 2020 2021 2022 2023 2024 2025 Sonoco Products Company $ 100.00 $ 100.52 $ 108.88 $ 103.82 $ 94.35 $ 88.39 S&P 500 $ 100.00 $ 128.71 $ 105.40 $ 133.10 $ 166.40 $ 196.16 Dow Jones US Containers & Packaging $ 100.00 $ 110.96 $ 91.21 $ 98.16 $ 112.83 $ 99.86 S&P Composite 1500 Materials $ 100.00 $ 127.49 $ 113.74 $ 129.10 $ 128.67 $ 141.60 24 FORM 10-K SONOCO 2025 ANNUAL REPORT Issuer purchases of equity securities Period (a) Total Number of Shares Purchased 1 (b) Average Price Paid per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number or Approximate Dollar Value of Shares that May Yet be Purchased under the Plans or Programs 1 9/29/25 - 11/02/25 $— $ 137,971,853 11/03/25 - 11/30/25 $— $ 137,971,853 12/01/25 - 12/31/25 $— $ 137,971,853 Total $— $ 137,971,853 In April 2021, the Board authorized the repurchase of the Company’s common stock in an aggregate amount of up to $350.0 million (the “Stock Repurchase Program”).
Although the ultimate determination of whether to pay dividends is within the sole discretion of the Board of Directors of the Company (the “Board”) and is based on a variety of factors, the Company currently plans to continue paying dividends consistent with historic al practice as earnings and the Company’s liquidity permit.
Although the ultimate determination of whether to pay dividends is within the sole discretion of the Board and is based on a variety of factors, the Company currently plans to continue paying dividends consistent with historic al practice as earnings and the Company’s liquidity permit.
The Stock Repurchase Program was announced on May 4, 2021 and has no expiration date. During the three months ended December 31, 2024, no shares were repurchased under the Stock Repurchase Program and no other Company stock repurchase plans or programs were outstanding, expired, or terminated.
The Stock Repurchase Program was announced on May 4, 2021 and has no expiration date. During the three months ended December 31, 2025, no shares were repurchased under the Stock Repurchase Program and no other Company stock repurchase plans or programs were outstanding, expired, or terminated.
As of December 31, 2024, a total of approximately $138.0 million remained available under the Stock Repurchase Program for future share repurchases. The Company did not make any unregistered sales of its securities during 2024.
As of December 31, 2025, a total of approximately $138.0 million remained available under the Stock Repurchase Program for future share repurchases. The Company did not make any unregistered sales of its securities during 2025.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Sonoco Products Company’s (“Sonoco,” the “Company,” “we,” “us,” or “our”) common stock is traded on the New York Stock Exchange under the stock symbol “SON.” As of December 31, 2024, there were approximately 121,000 shareholder accounts.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Sonoco Products Company’s (“Sonoco,” the “Company,” “we,” “us,” or “our”) common stock is traded on the New York Stock Exchange under the stock symbol “SON.” As of December 31, 2025, there were approximately 133,000 shareholder accounts.
Dividends per common share were $2.07 in 2024 , $2.02 in 2023 and $1.92 in 2022 . On February 12, 2025, the Company declared a regular quarterly dividend of $0.52 per common share payable on March 10, 2025, to shareholders of record on February 26, 2025.
Dividends per common share were $2.11 in 2025 , $2.07 in 2024 and $2.02 in 2023 . On February 11, 2026, the Company declared a regular quarterly dividend of $0.53 per common share payable on March 10, 2026, to shareholders of record on February 25, 2026.
Removed
During the three months ended December 31, 2024, none of the Company’s officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any non-Rule 10b5-1 trading arrangement.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

156 edited+85 added91 removed106 unchanged
Biggest changeTotal operating profit is comprised of the sum of segment and All Other operating profit plus certain items that have been allocated to Corporate, including amortization of acquisition intangibles; restructuring/asset impairment charges; changes in LIFO inventory reserves; acquisition, integration and divestiture-related costs; gains/losses from the sale of businesses or other assets; gains/losses on derivatives; and certain other items that were excluded from segment and All Other operating profit. 35 FORM 10-K SONOCO 2024 ANNUAL REPORT Segment Adjusted EBITDA and All Other Adjusted EBITDA, Adjusted EBITDA Margin Reconciliation For the Year Ended December 31, 2024 Dollars in thousands Consumer Packaging segment Industrial Paper Packaging segment All Other Corporate Total Segment and Total Operating Profit $ 294,832 $ 271,654 $ 53,278 $ (293,186) $ 326,578 Adjustments: Depreciation, depletion and amortization 1 109,355 116,149 11,962 78,595 316,061 Equity in earnings of affiliates, net of tax 365 9,223 9,588 Restructuring/Asset impairment charges 2 65,370 65,370 Changes in LIFO inventory reserves 3 (6,263) (6,263) Acquisition, integration and divestiture-related costs 4 91,600 91,600 Loss on divestiture of business and other assets 5 23,452 23,452 Net gain from derivatives 6 (7,225) (7,225) Other non-GAAP adjustments 982 982 Segment Adjusted EBITDA $ 404,552 $ 397,026 $ 65,240 $ (46,675) $ 820,143 Net Sales $ 2,531,852 $ 2,349,488 $ 424,025 Segment Operating Profit Margin 11.6 % 11.6 % 12.6 % Segment Adjusted EBITDA Margin 16.0 % 16.9 % 15.4 % 1 Included in Corporate is the amortization of acq uisition intangibles associated with the Consumer Packaging segment of $52,144, the Industrial Paper Packaging segment of $25,619, and the All Other group of businesses of $832. 2 Included in Corporate are restructuring/asset impairment charges associated with the Consumer Packaging segment of $19,259, the Industrial Paper Packaging segment of $33,923, and the All Other group of businesses of $1,434. 3 Included in Corporate are changes in LIFO inventory reserves associated with the Consumer Packaging segment of $(5,780) and the Industrial Paper Packaging segment of $(483). 4 Included in Corporate are acquisition, integration and divestiture-related costs associated with the Consumer Packaging segment of $9,052 and the Industrial Paper Packaging segment of $(3,600). 5 Included in Corporate are net losses on the divestiture of business associated with the Industrial Paper Packaging segment of $24,357, including a loss of $25,607 from the sale of two production facilities in China, partially offset by a gain of $(1,250) from the sale of the S3 business, and a gain associated with the All Other group of businesses of $(905) related to the sale of Protexic. 6 Included in Corporate are net gains from derivatives associated with the Consumer Packaging segment of $(1,202), the Industrial Paper Packaging segment of $(5,174), and the All Other group of businesses of $(849). 36 FORM 10-K SONOCO 2024 ANNUAL REPORT Segment Adjusted EBITDA and All Other Adjusted EBITDA, Adjusted EBITDA Margin Reconciliation For the Year Ended December 31, 2023 Dollars in thousands Consumer Packaging segment Industrial Paper Packaging segment All Other Corporate Total Segment and Total Operating Profit $ 285,762 $ 317,917 $ 85,148 $ (99,778) $ 589,049 Adjustments: Depreciation, depletion, and amortization 1 95,340 104,723 14,643 67,323 282,029 Equity in earnings of affiliates, net of tax 564 9,783 10,347 Restructuring/Asset impairment charges 2 47,909 47,909 Changes in LIFO inventory reserves 3 (11,817) (11,817) Acquisition, integration and divestiture-related costs 4 24,624 24,624 Gain from divestiture of business and other assets 5 (78,929) (78,929) Net gains from derivatives 6 (1,912) (1,912) Other non-GAAP adjustments 7 10,326 10,326 Segment Adjusted EBITDA $ 381,666 $ 432,423 $ 99,791 $ (42,254) $ 871,626 Net Sales $ 2,471,048 $ 2,374,113 $ 596,265 Segment Operating Profit Margin 11.6 % 13.4 % 14.3 % Segment Adjusted EBITDA Margin 15.4 % 18.2 % 16.7 % 1 Included in Corporate is the amortization of acquisition intangibles associated with the Consumer Packaging segment of $44,250, the Industrial Paper Packaging segment of $16,121, and the All Other group of businesses of $6,952. 2 Included in Corporate are restructuring/asset impairment charges associated with the Consumer Packaging segment of $4,111, the Industrial Paper Packaging segment of $38,754, and the All Other group of businesses of $2,547. 3 Included in Corporate are changes in LIFO inventory reserves associated with the Consumer Packaging segment of $(10,915) and the Industrial Paper Packaging segment of $(902). 4 Included in Corporate are acquisition, integration, and divestiture-related costs associated with the Consumer Packaging segment of $1,171 and the Industrial Paper Packaging segment of $5,810. 5 Included in Corporate are gains from the sale of the Company’s timberland properties in the amount of $(60,945), the sale of its S3 business in the amount of $(11,065), and the sales of its BulkSak businesses in the amount of $(6,919), all of which are associated with the Industrial Paper Packaging segment. 6 Included in Corporate are net gains from derivatives associated with the Consumer segment of $(257), the Industrial Paper Packaging segment of $(1,290), and All Other of $(365). 7 Included in Corporate are other non-GAAP adjustments associated with the Industrial segment of $3,762 and the All Other group of businesses of $3,249. 37 FORM 10-K SONOCO 2024 ANNUAL REPORT Segment Adjusted EBITDA and All Other Adjusted EBITDA, Adjusted EBITDA Margin Reconciliation For the Year Ended December 31, 2022 Dollars in thousands Consumer Packaging segment Industrial Paper Packaging segment All Other Corporate Total Segment and Total Operating Profit $ 442,156 $ 327,859 $ 58,240 $ (264,900) $ 563,355 Adjustments: Depreciation, depletion, and amortization 1 84,049 91,944 14,277 60,263 250,533 Equity in earnings of affiliates, net of tax 485 13,722 14,207 Restructuring/Asset impairment charges 2 52,385 52,385 Changes in LIFO inventory reserves 3 28,445 28,445 Acquisition, integration and divestiture-related costs 4 70,210 70,210 Net gain from derivatives 5 8,767 8,767 Other non-GAAP adjustments (380) (380) Segment Adjusted EBITDA $ 526,690 $ 433,525 $ 72,517 $ (45,210) $ 987,522 Net Sales $ 2,564,004 $ 2,684,563 $ 610,760 Segment Operating Profit Margin 17.2 % 12.2 % 9.5 % Segment Adjusted EBITDA Margin 20.5 % 16.1 % 11.9 % 1 Included in Corporate is the amortization of acquisition intangibles associated with the Consumer Packaging segment of $42,058, the Industrial Paper Packaging segment of $8,053, and the All Other group of businesses of $10,152. 2 Included in Corporate are restructuring/asset impairment charges associated with the Consumer Packaging segment of $9,180, the Industrial Paper Packaging segment of $24,745, and the All Other group of businesses of $(69). 3 Included in Corporate are changes in LIFO inventory reserves associated with the Consumer Packaging segment of $26,753 and the Industrial Paper Packaging segment of $1,692. 4 Included in Corporate are acquisition, integration, and divestiture-related costs associated with the Consumer Packaging segment of $38,690 and the Industrial Paper Packaging segment of $1,885. 5 Included in Corporate are net gains from derivatives associated with the Consumer Packaging segment of $1,332, the Industrial Paper Packaging segment of $5,788, and All Other of $1,646.
Biggest changeThese gains were partially offset by losses of $5,390 related to the sale of the Company’s operations in Venezuela and $2,114 from the sale of a recycling facility in Asheville, North Carolina, both part of the Industrial Paper Packaging segment. 7 Included in Corporate are net losses from derivatives associated with the Consumer Packaging segment of $166, the Industrial Paper Packaging segment of $1,497, and the All Other group of businesses of $67. 35 FORM 10-K SONOCO 2025 ANNUAL REPORT Segment and All Other Adjusted EBITDA and Segment Adjusted EBITDA Margin Reconciliation For the Twelve Months Ended December 31, 2024 Excludes results of discontinued operations Dollars in thousands Consumer Packaging segment Industrial Paper Packaging segment All Other Corporate Total Segment and Total Operating Profit $ 294,832 $ 271,654 $ 53,278 $ (293,186) $ 326,578 Adjustments: Depreciation and amortization 1 109,355 116,149 11,962 78,595 316,061 Equity in earnings of affiliates, net of tax 365 9,223 9,588 Restructuring/Asset impairment charges, net 2 65,370 65,370 Changes in LIFO inventory reserves 3 (6,263) (6,263) Acquisition, integration and divestiture-related costs 4 91,600 91,600 Loss on divestiture of business and other assets 5 23,452 23,452 Net gain from derivatives 6 (7,225) (7,225) Other non-GAAP adjustments 982 982 Segment Adjusted EBITDA $ 404,552 $ 397,026 $ 65,240 $ (46,675) $ 820,143 Net Sales $ 2,531,852 $ 2,349,488 $ 424,025 Segment Operating Profit Margin 11.6 % 11.6 % 12.6 % Segment Adjusted EBITDA Margin 16.0 % 16.9 % 15.4 % 1 Included in Corporate is the amortization of acquisition intangibles associated with the Consumer Packaging segment of $52,144, the Industrial Paper Packaging segment of $25,619, and the All Other group of businesses of $832. 2 Included in Corporate are net restructuring/asset impairment charges associated with the Consumer Packaging segment of $19,259, the Industrial Paper Packaging segment of $33,923, and the All Other group of businesses of $1,434. 3 Included in Corporate are changes in LIFO inventory reserves associated with the Consumer Packaging segment of $(5,780) and the Industrial Paper Packaging segment of $(483). 4 Included in Corporate are acquisition, integration, and divestiture-related costs associated with the Consumer Packaging segment of $9,052 and the Industrial Paper Packaging segment of $(3,600). 5 Included in Corporate are net losses from the divestiture of businesses within the Industrial Paper Packaging segment of $24,357, including a loss of $25,607 from the sale of two production facilities in China, partially offset by a gain of $(1,250) from the sale of the S3 business, and a gain on divestiture of businesses associated with the All Other group of businesses of $(905) related to the sale of Protexic. 6 Included in Corporate are net gains from derivatives associated with the Consumer segment of $(1,202), the Industrial Paper Packaging segment of $(5,174), and All Other of $(849). 36 FORM 10-K SONOCO 2025 ANNUAL REPORT Segment and All Other Adjusted EBITDA and Segment Adjusted EBITDA Margin Reconciliation For the Twelve Months Ended December 31, 2023 Excludes results of discontinued operations Dollars in thousands Consumer Packaging segment Industrial Paper Packaging segment All Other Corporate Total Segment and Total Operating Profit $ 285,762 $ 317,917 $ 85,148 $ (99,778) $ 589,049 Adjustments: Depreciation and amortization 1 95,340 104,723 14,643 67,323 282,029 Equity in earnings of affiliates, net of tax 564 9,783 10,347 Restructuring/Asset impairment charges, net 2 47,909 47,909 Changes in LIFO inventory reserves 3 (11,817) (11,817) Acquisition, integration and divestiture-related costs 4 24,624 24,624 Gain from divestiture of business and other assets 5 (78,929) (78,929) Net gain from derivatives 6 (1,912) (1,912) Other non-GAAP adjustments 7 10,326 10,326 Segment Adjusted EBITDA $ 381,666 $ 432,423 $ 99,791 $ (42,254) $ 871,626 Net Sales $ 2,471,048 $ 2,374,113 $ 596,265 Segment Operating Profit Margin 11.6 % 13.4 % 14.3 % Segment Adjusted EBITDA Margin 15.4 % 18.2 % 16.7 % 1 Included in Corporate is the amortization of acquisition intangibles associated with the Consumer Packaging segment of $44,250, the Industrial Paper Packaging segment of $16,121, and the All Other group of businesses of $6,952. 2 Included in Corporate are net restructuring/asset impairment charges associated with the Consumer Packaging segment of $4,111, the Industrial Paper Packaging segment of $38,754, and the All Other group of businesses of $2,547. 3 Included in Corporate are changes in LIFO inventory reserves associated with the Consumer Packaging segment of $(10,915) and the Industrial Paper Packaging segment of $(902). 4 Included in Corporate are acquisition, integration, and divestiture-related costs associated with the Consumer Packaging segment of $1,171 and the Industrial Paper Packaging segment of $5,810. 5 Included in Corporate are gains from the sale of the Company’s timberland properties in the amount of $(60,945), the sale of its S3 business in the amount of $(11,065), and the sales of its BulkSak businesses in the amount of $(6,919), all of which are associated with the Industrial Paper Packaging segment. 6 Included in Corporate are net gains from derivatives associated with the Consumer segment of $(257), the Industrial Paper Packaging segment of $(1,290), and All Other of $(365). 7 Included in Corporate are other non-GAAP adjustments associated with the Industrial segment of $3,762 and the All Other group of businesses of $3,249.
Accordingly, the term “segment operating profit” is defined as the segment’s portion of “operating profit” excluding those items. All other general corporate expenses have been allocated as operating costs to each of the Company’s reportable segments and All Other, except for costs related to discontinued operations.
Accordingly, the term “segment operating profit” is defined as the segment’s portion of “operating profit” excluding those items. All other general corporate expenses have been allocated as operating costs to each of the Company’s reportable segments and All Other, except for costs related to discontinued operations.
Under this pooling arrangement, the Company and its participating subsidiaries may maintain either a cash deposit or borrowing position through local currency accounts with the bank, so long as the aggregate position of the global pool is a notionally calculated net cash deposit.
Under this pooling arrangement, the Company and its participating subsidiaries may maintain either a cash deposit or a borrowing position through local currency accounts with the bank, so long as the aggregate position of the global pool is a notionally calculated net cash deposit.
The foreign currency translation gain of approximately $3.1 million, net of tax, is included as a component of “Accumulated other comprehensive loss.” Following the unwind of the swaps, the Company entered into new cross-currency swap agreements with a total notional amount of $500 million to effectively convert a portion of the Company’s fixed-rate U.S. dollar-denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt.
The foreign currency translation gain of approximately $3.1 million, net of tax, is included as a component of “Accumulated other comprehensive income/(loss).” Following the unwind of the swaps, the Company entered into new cross-currency swap agreements with a total notional amount of $500 million to effectively convert a portion of the Company’s fixed-rate U.S. dollar-denominated debt, including the semi-annual interest payments, to fixed-rate euro-denominated debt.
Adjusted EBITDA is defined as net income excluding the following: interest expense; interest income; provision for income taxes; depreciation, depletion and amortization expense; non-operating pension costs; net income/loss attributable to noncontrolling interests; restructuring/asset impairment charges; changes in LIFO inventory reserves; gains/losses from the divestiture of businesses and other assets; acquisition, integration and divestiture-related costs; other income; derivative gains/losses; and other non-GAAP adjustments, if any, that may arise from time to time.
Adjusted EBITDA is defined as net income excluding the following: interest expense; interest income; provision for income taxes; depreciation and amortization expense; non-operating pension costs; net income/loss attributable to noncontrolling interests; restructuring/asset impairment charges; changes in LIFO inventory reserves; gains/losses from the divestiture of businesses; acquisition, integration and divestiture-related costs; other income; derivative gains/losses; and other non-GAAP adjustments, if any, that may arise from time to time.
As of December 31, 2024, these performance measures include the following: Adjusted earnings per share three-year sum of forecasted future and historical annual adjusted earnings per share for the three-year measurement period associated with each award; and Return on invested capital three-year simple average of annual returns calculated by dividing 1) adjusted operating profit after tax (derived from historical or projected adjusted earnings) by 2) the average of total historical or projected debt plus equity for the respective annual periods.
As of December 31, 2025, these performance measures include the following: Adjusted earnings per share three-year sum of forecasted future and historical annual adjusted earnings per share for the three-year measurement period associated with each award; and Return on invested capital three-year simple average of annual returns calculated by dividing 1) adjusted operating profit after tax (derived from historical or projected adjusted earnings) by 2) the average of total historical or projected debt plus equity for the respective annual periods.
Responsibility is limited to making payment on the terms originally negotiated with suppliers, regardless of whether those suppliers sell the receivables to the financial institution. The Company does not enter into any agreements with suppliers regarding their participation in the SCF Programs. All amounts outstanding at December 31, 2024 under the SCF Programs were recorded within trade accounts payable.
Responsibility is limited to making payment on the terms originally negotiated with suppliers, regardless of whether those suppliers sell the receivables to the financial institution. The Company does not enter into any agreements with suppliers regarding their participation in the SCF Programs. All amounts outstanding at December 31, 2025 under the SCF Programs were recorded within trade accounts payable.
The Company believes cash on hand and available credit, combined with expected net cash flows generated from operating and investing activities, will provide sufficient liquidity to cover these and other cash flow needs of the Company over the course of 2025 and beyond. Acquisitions and internal investments are key elements of the Company’s growth strategy.
The Company believes cash on hand and available credit, combined with expected net cash flows generated from operating and investing activities, will provide sufficient liquidity to cover these and other cash flow needs of the Company over the course of 2026 and beyond. Acquisitions and internal investments are key elements of the Company’s growth strategy.
The Company’s reporting units, as determined in accordance with ASC 350, “Intangibles-Goodwill and Other,” are the same as, or one level below, its operating segments, as determined in accordance with ASC 280, “Segment Reporting.” The Company completed its most recent annual goodwill impairment testing during the third quarter of 2024.
The Company’s reporting units, as determined in accordance with ASC 350, “Intangibles-Goodwill and Other,” are the same as, or one level below, its operating segments, as determined in accordance with ASC 280, “Segment Reporting.” The Company completed its most recent annual goodwill impairment testing during the third quarter of 2025.
As a result of the Protexic divestiture, the Company recognized a pretax gain of $0.9 million included in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income. The Company used the majority of the cash proceeds from the sale to pay down debt.
As a result of the Protexic divestiture, the Company recognized a pretax gain of $0.9 million included in “Gain/(Loss) on divestiture of business and other assets” in the Company’s Consolidated Statements of Income. The Company used the majority of the cash proceeds from the sale to pay down debt.
As a result, no recycling net sales are recorded and the margin from the Company’s recycling operations reduced “Cost of sales” in the Company’s Consolidated Statements of Income for the year ended December 31, 2024 as these activities are no longer a part of ongoing major operations.
As a result, no recycling net sales were recorded and the margin from the Company’s recycling operations reduced “Cost of sales” in the Company’s Consolidated Statements of Income for the year ended December 31, 2025 and 2024 as these activities are no longer a part of ongoing major operations.
The Company purchased a total of 3.29 million shares under this authorization during 2021 at a cost of $212 million. No additional shares have been repurchased under this authorization since 2021; accordingly, a total of $138 million remains available for share repurchases at December 31, 2024.
The Company purchased a total of 3.29 million shares under this authorization during 2021 at a cost of $212 million. No additional shares have been repurchased under this authorization since 2021; accordingly, a total of $138 million remains available for share repurchases at December 31, 2025.
As of and for the year ended December 31, 2024, there were no changes to the manner in which the Company reviewed financial information at the segment level; therefore, these changes had no impact on the Company’s segment reporting structure.
As of and for the year ended December 31, 2025, there were no changes to the manner in which the Company reviewed financial information at the segment level; therefore, these changes had no impact on the Company’s segment reporting structure.
The key assumptions used to determine the 2024 net periodic benefit cost for retirement and retiree health and life insurance plans include discount rates, expected long-term rate of return on plan assets, and rates of compensation increase.
The key assumptions used to determine the 2025 net periodic benefit cost for retirement and retiree health and life insurance plans include discount rates, expected long-term rate of return on plan assets, and rates of compensation increase.
As a result of the sale, the Company reclassified $0.6 million of cumulative translation losses from Accumulated Other Comprehensive Loss and recognized a loss of $25.6 million, which is included in “(Loss)/Gain on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.
As a result of the sale, the Company reclassified $0.6 million of cumulative translation losses from accumulated other comprehensive income/(loss) and recognized a loss of $25.6 million, which is included in “Gain/(Loss) on divestiture of business and other assets” in the Company’s Consolidated Statements of Income.
In addition, the Company may occasionally use traditional, unleveraged interest-rate swaps to manage its mix of fixed and variable rate debt and control its exposure to interest rate movements within select ranges. At December 31, 2024 , t he Company had derivative contracts outstanding to hedge the prices on a portion of anticipated natural gas and aluminum purchases.
In addition, the Company may occasionally use traditional, unleveraged interest-rate swaps to manage its mix of fixed and variable rate debt and control its exposure to interest rate movements within select ranges. At December 31, 2025 , t he Company had derivative contracts outstanding to hedge the prices on a portion of anticipated aluminum purchases.
These non-GAAP financial measures, which are identified using the term “Adjusted” (for example, “Adjusted Operating Profit,” “Adjusted Net Income Attributable to Sonoco,” and “Adjusted Diluted EPS”), reflect adjustments to the Company’s GAAP operating results to exclude amounts, including the associated tax effects, relating to: restructuring/asset impairment charges 1 ; acquisition, integration and divestiture-related costs; gains or losses from the divestiture of businesses and other assets; losses from the early extinguishment of debt; non-operating pension costs; amortization expense on acquisition intangibles; changes in LIFO inventory reserves; certain income tax events and adjustments; derivative gains/losses; other non-operating income and losses; and certain other items, if any. 1 Restructuring and restructuring-related asset impairment charges are a recurring item as the Company’s restructuring programs usually require several years to fully implement, and the Company is continually seeking to take actions that could enhance its efficiency.
These “non-GAAP” financial measures, which are identified using the term “Adjusted” (for example, “Adjusted Operating Profit,” “Adjusted Net Income Attributable to Sonoco,” and “Adjusted Diluted EPS”), reflect adjustments to the Company’s GAAP operating results to exclude amounts, including the associated tax effects, where applicable, relating to: restructuring/asset impairment charges 1 ; acquisition, integration and divestiture-related costs; gains or losses from the divestiture of businesses; losses from the early extinguishment of debt; non-operating pension costs; amortization expense on acquisition intangibles; changes in last-in, first-out inventory reserves; certain income tax events and adjustments; derivative gains/losses; other non-operating income and losses; and certain other items, if any. 1 Restructuring and restructuring-related asset impairment charges are a recurring item as the Company’s restructuring programs usually require several years to fully implement, and the Company is continually seeking to take actions that could enhance its efficiency.
See Note 2 to the Consolidated Financial Statements for additional information. 24 FORM 10-K SONOCO 2024 ANNUAL REPORT General Overview Sonoco is a multi-billion dollar global designer, developer, and manufacturer of a variety of highly-engineered and sustainable packaging products serving multiple end markets.
See Note 2 to the Consolidated Financial Statements for additional information. 25 FORM 10-K SONOCO 2025 ANNUAL REPORT General Overview Sonoco is a multi-billion dollar global designer, developer, and manufacturer of a variety of highly-engineered and sustainable packaging products serving multiple end markets.
The outstanding investment of $21.2 million as of December 31, 2024 is included within “Other assets” in the Company’s Consolidated Balance Sheet.
The outstanding investment of $21.2 million as of December 31, 2025 is included within “Other assets” in the Company’s Consolidated Balance Sheet.
Cash used to repurchase the Company’s common stock to satisfy employee tax withholding obligations in association with the exercise of certain share-based compensation awards was $9.2 million in 2024, compared to $10.6 million in 2023.
Cash used to repurchase the Company’s common stock to satisfy employee tax withholding obligations in association with the exercise of certain share-based compensation awards was $10.9 million in 2025, compared to $9.2 million in 2024.
The Company expects to recognize future additional costs totaling approximatel y $3.0 million in connection with previously announced restructuring actions that were underway as of December 31, 2024 . The Company believes that the majority of these charges will be incurred and paid by the end of 2025.
The Company expects to recognize future additional costs totaling approximatel y $11.0 million in connection with previously announced restructuring actions that were underway as of December 31, 2025 . The Company believes that the majority of these charges will be incurred and paid by the end of 2026 .
A third-party asset return model is used to develop an expected range of returns on plan investments over a 12- to 15-year period, with the expected rate of return selected from a best estimate range within the total range of projected results. The Company periodically re-balances its plan asset portfolio in order to maintain the targeted allocation levels.
A third-party asset return model is used to develop an expected range of returns on plan investments over a 12- to 30-year period, with the expected rate of return selected from a best estimate range within the total range of projected results. The Company periodically rebalances its plan asset portfolio in order to maintain the targeted allocation levels.
The gain or loss on the net investment hedge derivative instruments is included in the “Foreign currency translation” component of “Accumulated other comprehensive loss” until the net investment is sold, diluted, or liquidated.
The gain or loss on the net investment hedge derivative instruments is included in the “Foreign currency translation” component of “Accumulated other comprehensive income/(loss)” until the net investment is sold, diluted, or liquidated.
The following table summarizes the impact of restructuring and asset impairment charges for each of the years presented: Year Ended December 31, Dollars in thousands 2024 2023 Restructuring and restructuring-related asset impairment charges $ 65,370 $ 47,909 Other asset impairments Restructuring/Asset impairment charges $ 65,370 $ 47,909 During 2024, the Company recognized restructuring charges related to severance for employees terminated as a result of various plant closures or whose positions were eliminated as part of the Company’s ongoing organizational effectiveness efforts, including the relocation of certain facilities.
The following table summarizes the impact of restructuring and asset impairment charges for each of the years presented: Year Ended December 31, Dollars in thousands 2025 2024 Restructuring and restructuring-related asset impairment charges, net $ 66,215 $ 65,370 Other asset impairments Restructuring/Asset impairment charges, net $ 66,215 $ 65,370 During 2025, the Company recognized restructuring charges related to severance for employees terminated as a result of various plant closures or whose positions were eliminated as part of the Company’s ongoing organizational effectiveness efforts, including the relocation of certain facilities.
Because it maintains a security interest in the cash deposits and has the right to offset the cash deposits against the borrowings, the bank provides the Company and its participating subsidiaries with favorable interest terms on both.
Because it maintains a security interest in the cash deposits and has the right to offset the cash deposits against the borrowings, the bank provides the Company and its participating subsidiaries favorable interest terms on both the cash deposit and borrowing positions.
As of December 31, 2024, the Company had approximately 315 locations in 40 countries, serving some of the world’s best-known brands around the globe. The Company’s operating and reporting structure consists of two reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other.
As of December 31, 2025, the Company had approximately 265 locations in 37 countries, serving some of the world’s best-known brands around the globe. The Company’s operating and reporting structure consists of two reportable segments, Consumer Packaging and Industrial Paper Packaging, with all remaining businesses reported as All Other.
Restructuring and Asset Impairment Charges Due to its geographic footprint (approximately 315 locations in 40 countries as of December 31, 2024) and the cost-competitive nature of its businesses, the Company frequently seeks more cost-effective means and structures to serve its customers, to improve profitability, and to respond to fundamental changes in its markets.
Restructuring and Asset Impairment Charges Due to its geographic footprint (approximately 265 locations in 37 countries as of December 31, 2025) and the cost-competitive nature of its businesses, the Company frequently seeks more cost-effective means and structures to serve its customers, to improve profitability, and to respond to fundamental changes in its markets.
Additional information regarding the Company’s indebtedness is provided in Note 11 to the Company’s Consolidated Financial Statements. The effective tax rates on GAAP and Adjusted net income attributable to Sonoco for the full year 2024 were 8.7% and 24.3%, respectively, compared with 24.5% and 24.9%, respectively for the full year 2023.
Additional information regarding the Company’s indebtedness is provided in Note 11 to the Company’s Consolidated Financial Statements. The effective tax rates on GAAP and Adjusted net income attributable to Sonoco for the full year 2025 were 24.0% and 24.1%, respectively, compared with 8.7% and 24.3%, respectively for the full year 2024.
In accordance with applicable accounting guidance, the results of TFP are presented as discontinued operations in the Consolidated Statements of Income and, as such, have been excluded from both continuing operations and segment results for all periods presented in this Annual Report on Form 10-K.
Therefore, in accordance with applicable accounting guidance, the results of TFP are presented as discontinued operations in the Consolidated Statements of Income and, as such, have been excluded from both continuing operations and segment results for all periods presented in this Annual Report on Form 10-K and the assets and liabilities of TFP are classified as assets and liabilities of discontinued operations in the Consolidated Balance Sheets.
Other expenses, net reported in 2024 included a loss of $113.7 million from the remeasurement of euro-denominated cash balances held in connection with the Eviosys acquisition, partially offset by a gain of $5.9 million from the remeasurement of an equity investment to fair value and a gain of $3.6 million from the sale of the Company’s equity interest in Northstar.
Other (expense)/income, net reported in 2024 included a loss of $113.7 million from the remeasurement of euro-denominated cash balances held in connection with the Eviosys acquisition, partially offset by a gain of $5.9 million from the remeasurement of an equity investment to fair value and a gain of $3.6 million from the sale of the Company’s equity interest in Northstar Recycling Company, LLC (“Northstar”).
The decrease in the GAAP effective tax rate for 2024 was due primarily to the release of a reserve for uncertain tax positions following the expiration of the applicable statute of limitations, as well as deferred tax adjustments associated with the post-acquisition entity restructuring of the partitions business.
The year-over-year change in the GAAP effective tax rate was due primarily to the low rate in 2024 as a result of the release of a reserve for uncertain tax positions following the expiration of the applicable statute of limitations, as well as deferred tax adjustments associated with the post-acquisition entity restructuring of the partitions business.
The Company’s management believes the exclusion of these amounts improves the period-to-period comparability and analysis of the underlying financial performance of the business. In addition to the “Adjusted” results described above, the Company also uses Adjusted EBITDA and Adjusted EBITDA Margin.
The Company’s management believes the exclusion of the amounts related to the above-listed items improves the period-to-period comparability and analysis of the underlying financial performance of the business. In addition to the “Adjusted” results described above, the Company also uses Adjusted EBITDA, Segment Adjusted EBITDA, and Segment Adjusted EBITDA Margin.
In 2023, the Company completed the divestitures of its U.S. and Mexico Bulksak businesses, which consisted of the manufacture and distribution of flexible intermediate bulk containers, plastic and fiber pallets, and custom fit liners, and its Sonoco Sustainability Solutions (“S3”) business, which provided customized waste and recycling management programs. See “Acquisitions and Divestitures—Divestitures” below for more information.
For example, in 2023, the Company completed the divestitures of its U.S. and Mexico Bulksak businesses, which consisted of the manufacture and distribution of flexible intermediate bulk containers, plastic and fiber pallets, and custom fit liners, and its Sonoco Sustainability Solutions (“S3”) business, which provided customized waste and recycling management programs.
The Company’s foreign operations are exposed to political, geopolitical, and cultural risks, but these risks are mitigated by diversification and the relative stability of the countries in which the Company has significant operations. Because the economy in Venezuela is considered highly inflationary under U.S.
The Company’s foreign operations are exposed to political, geopolitical, and cultural risks, but these risks are mitigated by diversification and the relative stability of the countries in which the Company has significant operations. The economy in Venezuela has been considered highly inflationary under U.S. GAAP since 2010.
Pension and Postretirement Benefit Plans The Company has significant pension and postretirement benefit liabilities and costs that are measured using actuarial valuations. The largest of the Company’s pension and postretirement plans include the U.S.-based Sonoco Pension Plan, the U.S. nonqualified retirement plans, the U.S.
Pension and Postretirement Benefit Plans The Company has significant pension and postretirement benefit liabilities and costs that are measured using actuarial valuations. The largest of the Company’s pension and postretirement plans include the U.S.-based Sonoco Pension Plan, the U.S. nonqualified retirement plans, the U.S. Retirement and Retiree Health and Life Insurance Plan, the Sonoco U.K.
In parallel, the Company has worked on commercial, operational, and supply chain excellence programs to shift the mix of its business towards higher-valued products and increase overall productivity from procurement savings, production efficiencies, and fixed cost reduction initiatives, as well as strategic pricing initiatives intended to better capture input costs and the value of the services provided.
Throughout 2025, the Company continued to work on commercial, operational, and supply chain excellence programs to shift the mix of its business towards higher-valued products and increase overall productivity from procurement savings, production efficiencies, and fixed cost reduction initiatives, as well as strategic pricing initiatives intended to better capture input costs and the value of the services provided.
The Company’s contractual obligation maturities for interest payments on outstanding fixed-rate, long-term debt, as well as financing fees on the backstop line of credit, are expected to total approximately $158.3 million in 2025, $150.3 million in 2026, $129.2 million in 2027, $128.7 million in 2028, and $118.1 million in 2029.
The Company’s contractual obligation maturities for interest payments on outstanding fixed-rate, long-term debt, as well as financing fees on the backstop line of credit, are expected to total approximately $150.2 million in 2026, $129.2 million in 2027, $128.7 million in 2028, $118.0 million in 2029, and $86.4 million in 2030.
The Company funded the Eviosys acquisition, including related fees and expenses, with the net proceeds from the registered public offering of senior unsecured notes, borrowings from two term loan facilities, and cash on hand. See Note 11 to the Consolidated Financial Statements for more information. The financial results of Eviosys are included in the Company’s Consumer Packaging segment.
The Company funded the Eviosys acquisition, including related fees and expenses, with the net proceeds from the registered public offering of senior unsecured notes, borrowings from two term loan facilities, and cash on hand. See Note 11 to the Consolidated Financial Statements for more information.
The Company’s assessments reflect significant management assumptions and estimates related to the Company’s forecast of sales growth, gross profit margins and discount rates, which are validated by observed comparable trading and transaction multiples based on guideline public companies under the market approach.
The Company’s assessments reflect significant management assumptions and estimates related to the Company’s forecast of sales growth during the discrete period, EBITDA, and discount rates, which are validated by observed comparable trading and transaction multiples based on guideline public companies under the market approach.
Reconciliations of GAAP to Non-GAAP Financial Measures The following tables reconcile the Company’s non-GAAP financial measures to their most directly comparable GAAP financial measures for each of the years presented: Adjusted Operating Profit, Adjusted Income Before Income Taxes, Adjusted Provision for Income Taxes, Adjusted Net Income Attributable to Sonoco, and Adjusted Diluted EPS For the year ended December 31, 2024 Dollars in thousands, except per share data Operating Profit Income Before Income Taxes Provision for Income Taxes Net Income Attributable to Sonoco Diluted EPS As Reported (GAAP) 1 $ 326,578 $ 63,486 $ 5,509 $ 163,949 $ 1.65 Acquisition, integration and divestiture-related costs 2 91,600 125,169 24,281 115,602 1.16 Changes in LIFO inventory reserves (6,263) (6,263) (1,570) (4,693) (0.05) Amortization of acquisition intangibles 78,595 78,595 19,170 75,614 0.76 Restructuring/Asset impairment charges 65,370 65,370 13,384 55,181 0.56 Loss on divestiture of business and other assets 23,452 23,452 1,499 21,953 0.22 Other expenses, net 3 104,200 27,670 76,530 0.77 Non-operating pension costs 13,842 3,412 10,430 0.11 Net gain from derivatives (7,225) (7,225) (1,811) (5,414) (0.05) Other adjustments 4 982 982 20,566 (23,349) (0.24) Total adjustments 246,511 398,122 106,601 321,854 3.24 Adjusted $ 573,089 $ 461,608 $ 112,110 $ 485,803 $ 4.89 Due to rounding, individual items may not sum appropriately. 1 Operating profit, income before income taxes, and provision for income taxes exclude results related to discontinued operations of $128,037, $116,309, and $19,934, respectively. 2 Acquisition, integration and divestiture related costs include losses on treasury lock derivative instruments, amortization of financing fees and pre-acquisition net interest exp enses totaling $33,569 r elated to debt instruments associated with the financing of the Eviosys acquisition.
The impact of other adjustments on net income attributable to Sonoco primarily reflects these same items. 32 FORM 10-K SONOCO 2025 ANNUAL REPORT For the twelve-month period ended December 31, 2024 Dollars in thousands, except per share data Operating Profit Income from Continuing Operations Before Income Taxes Provision for Income Taxes Net Income Attributable to Sonoco Diluted EPS As Reported (GAAP) 1 $ 326,578 $ 63,486 $ 5,509 $ 163,949 $ 1.65 Acquisition, integration and divestiture-related costs 2 91,600 125,169 24,281 115,602 1.16 Changes in LIFO inventory reserves (6,263) (6,263) (1,570) (4,693) (0.05) Amortization of acquisition intangibles 78,595 78,595 19,170 75,614 0.76 Restructuring/Asset impairment charges, net 65,370 65,370 13,384 55,181 0.56 Loss on divestiture of business 23,452 23,452 1,499 21,953 0.22 Other expenses, net 3 104,200 27,670 76,530 0.77 Non-operating pension costs 13,842 3,412 10,430 0.11 Net gains from derivatives (7,225) (7,225) (1,811) (5,414) (0.05) Other adjustments 4 982 982 20,566 (23,349) (0.24) Total adjustments 246,511 398,122 106,601 321,854 3.24 Adjusted $ 573,089 $ 461,608 $ 112,110 $ 485,803 $ 4.89 Due to rounding, individual items may not sum appropriately. 1 Operating profit, income from continuing operations before income taxes, and provision for income taxes exclude results related to discontinued operations of $128,037, $116,309, and $19,934, respectively. 2 Acquisition, integration and divestiture-related costs include losses on treasury lock derivative instruments, amortization of financing fees and pre-acquisition net interest expenses totaling $33,569 related to debt instruments associated with the financing of the Eviosys acquisition.
Proceeds from the settlement of a net investment hedge provided $9.1 million of cash in 2024, and the Company paid $34.4 million in 2024 to settle a tranche of foreign currency forward contracts that the Company entered into in connection with the funding of the Eviosys acquisition.
Proceeds from the settlement of a net investment hedge provided $9.1 million of cash in 2024, and the Company paid $34.4 million i n 2024 to settle a tranche of foreign currency forward contracts that the Company entered into in connection with the funding of the Eviosys acquisition. No such similar settlements occurred in 2025.
Cash dividen ds totaled $203.5 million in 2024 compared to $197.4 million in 2023, reflecting the increase in the quarterly dividend payment from $0.51 per share to $0.52 per share approved by the Board in April 2024. Capital Resources The Company’s cash balances are held in numerous locations throughout the world.
Cash dividen ds totaled $208.1 million in 2025 compared to $203.5 million in 2024, reflecting the increase in the quarterly dividend payment from $0.52 per share to $0.53 per share approved by the Board in April 2025. Capital Resources The Company’s cash balances are held in numerous locations throughout the world.
The year-over-year c hange is the result of the timing and size of the last accounts payable check runs in 2024 and 2023 relative to the Company’s December 31 year end.
The year-over-year change is the result of the timing and size of the last accounts payable check runs in 2025 and 2024 relative to the Company’s December 31 year end.
Although no reporting units failed the annual impairment test, in management’s opinion, the goodwill balances of Plastics-Medical, Plastics-Food, and Metal Packaging reporting units are individually at risk of impairment in the near term if each reporting unit’s operations do not perform in line with management’s expectations, or if there is a negative change in the long-term financial outlook for each reporting unit or in other factors such as the particular discount rates used.
Although no reporting units failed the annual impairment test, in management’s opinion, the goodwill balances of the Metal Packaging EMEA and Global Paper Products APAC reporting units are individually at risk of impairment in the near term if each reporting unit’s operation does not perform in line with management’s expectations, or if there is a negative change in the long-term financial outlook for each reporting unit or in other factors such as the particular discount rates used.
Each of the Company’s operating units has its own sales staff and maintains direct sales relationships with its customers. Sonoco’s goal is to increase its long-term profitability and return capital to shareholders. Over the past several years, we have simplified our portfolio around fewer, bigger businesses, which has reduced operating complexity and improved agility.
Each of the Company’s operating units has its own sales staff and maintains direct sales relationships with its customers. Sonoco’s goal is to increase its long-term profitability and return capital to shareholders. Over the past several years, we have simplified our portfolio into two core global business segments, which has reduced operating complexity and improved agility.
For the PCSU awards granted in 2024 and 2023, the performance payouts will be subject to further adjustment by a total stock return modifier as determined by the Company’s relative performance within its targeted peer group for each grant. See Note 14 to the Consolidated Financial Statements for additional information on the Company’s share-based compensation plans.
Performance payouts for PCSU awards are also subject to adjustment by a total stock return modifier as determined by the Company’s relative performance within its targeted peer group for each grant. See Note 14 to the Consolidated Financial Statements for additional information on the Company’s share-based compensation plans.
The rate of compensation increase assumption is generally based on salary and incentive compensation increases. 44 FORM 10-K SONOCO 2024 ANNUAL REPORT The sensitivity to changes in the critical assumptions for the Company’s U.S., U.K., and Eviosys plans as of December 31, 2024, is as follows: Assumption ($ in millions) Percentage Point Change Projected Benefit Obligation Higher/(Lower) Annual Expense Higher/(Lower) Discount rate 0.25% decrease $12.1 $0.3 Expected return on assets 0.25% decrease N/A $0.8 Another key assumption for the U.S. retiree health and life insurance plan is a medical cost trend rate beginning at 7.28% for post-age 65 participants and trending down to an ultimate rate of 4.5% in 2035.
The sensitivity to changes in the critical assumptions for the Company’s U.S. and U.K. based plans and Eviosys Plans as of December 31, 2025, is as follows: Assumption ($ in millions) Percentage Point Change Projected Benefit Obligation Higher/(Lower) Annual Expense Higher/(Lower) Discount rate 0.25% decrease $12.2 $0.4 Expected return on assets 0.25% decrease N/A $0.7 Another key assumption for the U.S. retiree health and life insurance plan is a medical cost trend rate beginning at 7.0% for post-age 65 participants and trending down to an ultimate rate of 4.5% in 2035.
Foreign currency translation gain of $8.9 million (net of income taxes of $3.0 million) and loss of $3.8 million (net of income taxes of $1.3 million) were reported as components of “Accumulated other comprehensive loss” within “Foreign currency items” at December 31, 2024 and December 31, 2023, respectively.
Foreign currency translation loss of $154.4 million (net of income taxes of $52.8 million ) and gain of $8.9 million (net of income taxes of $3.0 million) were reported as components of “Accumulated other comprehensive income/(loss)” within “Foreign currency items” at December 31, 2025 and December 31, 2024, respectively.
The Company is focused on efficient capital deployment into these larger, core business units to improve economic returns and improve integration effectiveness and speed for acquired strategic assets.
See “Acquisitions and Divestitures—Divestitures” below for more information. The Company is focused on efficient capital deployment into these larger, core business units to improve economic returns and improve integration effectiveness and speed for acquired strategic assets.
The Company accounts for all payments made under the SCF Programs as a reduction to cash flows from operations and reports them within “changes in payable to suppliers” in the Consolidated Statements of Cash Flows exclusive of the $7.5 million of obligations acquired in the acquisition of Eviosys .
The Company accounts for all payments made under the SCF Programs as a reduction to cash flows from operations and reports them within “changes in payable to suppliers” in the Consolidated Statements of Cash Flows.
See Note 5 to the Consolidated Financial Statements for further information about restructuring activities and asset impairment charges. 27 FORM 10-K SONOCO 2024 ANNUAL REPORT Results of Operations 2024 Versus 2023 Consolidated net sales from continuing operations for 2024 were $5.3 billion, a $0.1 billion, or 2.5%, decrease from 2023.
See Note 5 to the Consolidated Financial Statements for further information about restructuring activities and asset impairment charges. 28 FORM 10-K SONOCO 2025 ANNUAL REPORT Results of Operations 2025 Versus 2024 Consolidated net sales from continuing operations for 2025 were $7.5 billion, a $2.2 billion, or 42%, increase from 2024.
The 2024 charges reflect severance costs related to the Company’s ongoing organizational effectiveness efforts, the relocation costs of certain facilities in Greece and Germany, and closure costs related to the Sumner Mill and the Kilkis Mill, two small industrial converted products facilities in China, and the exit of a small metal canning lid business within Sonoco Metal Packaging (“Metal Packaging”) .
The 2024 charges reflect severance costs related to the Company’s ongoing organizational effectiveness efforts, the relocation costs of certain facilities in Greece and Germany, and costs related to the closures of paper mills in Sumner, Washington and Kilkis, Greece, two small industrial converted products facilities in China, and the exit of a small metal canning lid business.
The Company contributed approximately $19.6 million to its benefit plans in 2024. Benefit plan contributions in 2025 are expected to total approximately $22 million . Future funding requirements will depend largely on actual investment returns, future actuarial assumptions, legislative actions, and changes to the Company’s benefit offerings.
The Company contributed approximat ely $22 million to its benefit plans in 2025. Ben efit plan contributions are expected to total approximately $23 million i n 2026. Future funding requirements will depend largely on actual investment returns, future actuarial assumptions, legislative actions, and changes to the Company’s benefit offerings.
T he loss is included in “Interest expense” in the Company’s Consolidated Statements of Income for the year ended December 31, 2024. The total fair market value of the Company’s derivatives was a net favorable position of $8.0 million and a net unfavorable position of $10.4 million at December 31, 2024 and December 31, 2023, respectively.
T he loss is included in Interest expense in the Company’s Consolidated Statements of Income for the year ended December 31, 2024. The total fair market value of the Company’s derivatives was a net unfavorable position of $206.6 million and a net favorable position of $8.0 million at December 31, 2025 and December 31, 2024, respectively.
Total operating profit, reported as “Operating Profit” in the Company’s Consolidated Statements of Income, is comprised of the following: ($ in millions) 2024 2023 % Change Operating profit: Consumer Packaging $ 294.8 $ 285.8 3.1 % Industrial Paper Packaging 271.7 317.9 (14.5) % Segment operating profit 566.5 603.7 (6.2) % All Other 53.3 85.1 (37.4) % Corporate Restructuring/Asset impairment charges (65.4) (47.9) 36.5 % Amortization of acquisition intangibles (78.6) (67.3) 16.8 % (Loss)/Gain on divestiture of business and other assets (23.5) 78.9 (129.8) % Acquisition, integration and divestiture-related costs (91.6) (24.6) 272.4 % Other corporate costs (46.7) (42.3) 10.4 % Other operating income, net 12.5 3.4 267.6 % Total operating profit* $ 326.6 $ 589.1 (44.6) % *Due to rounding, amounts above may not sum to the totals presented Segment results, which are reviewed by Company management to evaluate segment performance, do not include: restructuring/asset impairment charges; amortization of acquired intangibles; acquisition, integration, and divestiture-related costs; changes in last in, first out (“LIFO”) inventory reserves; gains/losses from the sale of businesses or other assets; gains/losses on derivatives; or certain other items, if any, the exclusion of which the Company believes improves the comparability and analysis of the ongoing operating performance of the business.
Total operating profit, reported as “Operating Profit” in the Company’s Consolidated Statements of Income, is comprised of the following: ($ in millions) 2025 2024 % Change Operating profit: Consumer Packaging $ 626.9 $ 294.8 112.7 % Industrial Paper Packaging 312.5 271.7 15.0 % Segment operating profit 939.4 566.5 65.8 % All Other 50.8 53.3 (4.7) % Corporate Restructuring/Asset impairment charges, net (66.2) (65.4) 1.2 % Amortization of acquisition intangibles (182.4) (78.6) 132.1 % Gain/(Loss) on divestiture of business 371.7 (23.5) (1,681.7) % Acquisition, integration and divestiture-related costs (54.2) (91.6) (40.8) % Other corporate costs (35.2) (46.7) (24.6) % Other operating (charges)/income, net (6.1) 12.5 (148.8) % Total operating profit* $ 1,017.7 $ 326.6 211.6 % *Due to rounding, amounts above may not sum to the totals presented Segment results, which are reviewed by Company management to evaluate segment performance, do not include: restructuring/asset impairment charges; amortization of acquired intangibles; acquisition, integration, and divestiture-related costs; changes in last in, first out (“LIFO”) inventory reserves; gains/losses from the sale of businesses or other assets; gains/losses on derivatives; or certain other items, if any, the exclusion of which the Company believes improves the comparability and analysis of the ongoing operating performance of the business.
The key assumptions used at December 31, 2024 in determining the PBO and the accumulated benefit obligation for retirement and retiree health and life insurance plans include discount rates and rates of compensation increase.
The key assumptions used at December 31, 2025 in determining the PBO for retirement plans and the accumulated benefit obligation for retiree 43 FORM 10-K SONOCO 2025 ANNUAL REPORT health and life insurance plans include discount rates and rates of compensation increase.
The fair value of the Company’s net investment hedges was a gain position of $11.9 million and a loss position of $(5.1) million at December 31, 2024 and December 31, 2023, respectively.
The fair value of the Company’s net investment hedges was a loss po sition of $207.2 million and a gain position of $11.9 million at December 31, 2025 and December 31, 2024, respectively.
The 2024 figure also reflects proceeds from the sale of the Company’s 2.7% equity interest in Northstar, which it had acquired on January 26, 2023 for $5.0 million, as part of the sale of its S3 business to Northstar.
The 2024 figure also reflects proceeds from the sale of the Company’s 2.7% equity interest in Northstar, which it had acquired on January 26, 2023 as part of the sale of its S3 business to Northstar. Financing Activities Financing activities used $3.0 billion of cash in 2025 and provided $3.7 billion of cash in 2024.
Financing activities in 2024 also included the payment of f ees totaling $19.0 million related to an unsecured bridge term loan facility to secure funding for the Eviosys acquisition. The change in outstanding checks used cash of $8.7 million in 2024 while providing cash of $6.4 million in the prior year.
Financing activities in 2024 also included the payment of fees totaling $19.0 million related to an unsecured bridge term loan facility to secure funding for the Eviosys acquisition. The change in outstanding checks used cash of $3.7 million and $8.7 million in 2025 and 2024, respectively.
Although the ultimate determination of whether to pay dividends is within the sole discretion of the Board and is based on a variety of factors, the Company plans to continue paying dividends consistent with historical practice as earnings and the Company’s liquidity permit. Dividends per common share were $2.07 in 2024 , $2.02 in 2023 and $1.92 in 2021.
Although the ultimate determination of whether to pay dividends is within the sole discretion of the Board and is based on a variety of factors, the Company plans to continue paying dividends consistent with historical practice as earnings and the Company’s liquidity permit.
Other than in the Plastics-Medical, Plastics-Food, and Metal Packaging reporting units, there is no specific singular event or single change in circumstances management has identified that it believes could reasonably result in a change to the expected future results in any of its reporting units sufficient to result in goodwill impairment.
Other than in the Metal Packaging EMEA and Global Paper Products APAC reporting units, which are discussed below, there is no specific singular event or single change in circumstances management has identified that it believes could reasonably result in a change to the expected future results in any of its reporting units significant enough to result in goodwill impairment.
GAAP, the Company considers the U.S. dollar to be the functional currency of its Venezuelan operations and uses the official exchange rate when remeasuring the financial results of those operations. Economic conditions in Venezuela have worsened considerably over the past several years and there are no indications that conditions are likely to improve in the foreseeable future.
Accordingly, the Company had considered the U.S. dollar to be the functional currency of its Venezuelan operations and had used the official exchange rate when remeasuring the financial results of those operations since January 1, 2010. Economic conditions in Venezuela worsened considerably over the past several years with no indications that conditions were likely to improve in the foreseeable future.
As of December 31, 2024, the Company is not providing for taxes on these amounts for financial reporting purposes. Computation of the potential deferred tax liability associated with unremitted earnings considered to be indefinitely reinvested is not practicable. The Company uses a notional pooling arrangement with an international bank to help manage global liquidity requirements.
For those foreign unremitted earnings considered to be indefinitely reinvested, computation of the associated potential deferred tax liability is not practicable. The Company uses a notional pooling arrangement with an international bank to help manage global liquidity requirements.
The primary driver of other comprehensive income was a $144 million translation loss from the impact of a stronger U.S. dollar on the Company’s foreign investments. On April 20, 2021, the Board authorized the repurchase of the Company’s common stock up to an aggregate amount of $350 million.
The primary driver of other comprehensive income was a $537 million translation gain from the impact of a weaker U.S. dollar on the Company’s foreign investments, primarily the Company’s euro-denominated Sonoco Metal Packaging EMEA businesses. On April 20, 2021, the Board authorized the repurchase of the Company’s common stock up to an aggregate amount of $350 million.
The preferred stock balance of $21.2 million is included in “Other assets” in the Company’s Consolidated Balance Sheet as of December 31, 2024.
The preferred stock balance of $21.2 million is included in Other Assets in the Company’s Consolidated Balance Sheet as of December 31, 2025.
At December 31, 2024, the Company had approximately $443.1 million in cash and cash equivalents on hand, including discontinued operations, and $1.25 billion in committed availability under its revolving credit facility, all of which was available for drawdown.
All of these obligations had been settled as of December 31, 2025. At December 31, 2025, the Company had approximately $378.4 million in cash and cash equivalents on hand and $1.25 billion in committed availability under its revolving credit facility, all of which was available for drawdown.
Turkey has also been deemed to be a highly inflationary economy under U.S. GAAP since the first quarter of 2022. Accordingly, the Company considers the U.S. dollar to be the functional currency of its operations in Turkey and has remeasured monetary assets and liabilities denominated in Turkish lira to U.S. dollars with changes recorded through earnings.
Accordingly, the Company considers the U.S. dollar to be the functional currency of its operations in Turkey and has remeasured monetary assets and liabilities denominated in Turkish lira to U.S. dollars with changes recorded through earnings.
The amount owed to the participating financial institution under the SCF Programs and included in accounts payable for continuing operations was $28.5 million at December 31, 2024 and $24.8 million at December 31, 2023.
The amount owed to the participating financial institution under the SCF Programs and included in accounts payable was $53.1 million and $28.5 million at December 31, 2025 and 2024, respectively.
For additional information regarding the Company’s contractual lease obligations, see Note 8 to the Consolidated Financial Statements. As of December 31, 2024, the Company had long-term obligations to purchase electricity and steam, which it uses in its production processes, as well as long-term purchase commitments for certain raw materials, principally old corrugated containers.
As of December 31, 2025, the Company had long-term obligations to purchase electricity and steam, which it uses in its production processes, as well as long-term purchase commitments for certain raw materials, principally old corrugated containers.
GAAP net income attributable to Sonoco was $163.9 million ($1.65 per diluted share) in 2024, compared with $475.0 million ($4.80 per diluted share) in 2023.
GAAP net income attributable to Sonoco was $1,003.0 million (or $10.07 per diluted share) in 2025, compared with $163.9 million (or $1.65 per diluted share) in 2024.
Such forward-looking statements should be read in conjunction with our disclosures under “Forward-Looking Statements” and under “Item 1A. Risk Factors” of this Annual Report on Form 10-K. The Company’s financial statements are prepared in conformity with U.S. generally accepted accounting principles (“GAAP”).
Such forward-looking statements should be read in conjunction with our disclosures under “Forward-Looking Statements” and under “Item 1A. Risk Factors” of this Annual Report on Form 10-K. The Company’s financial statements are prepared in conformity with U.S. GAAP. Sonoco’s management considers a variety of both GAAP and non-GAAP financial and operating measures in assessing the Company’s financial performance.
The Company believes the accounting policies discussed in the Notes to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K are critical to understanding the results of its operations. The following discussion represents those policies that involve the more significant judgments and estimates used in the preparation of the Company’s Consolidated Financial Statements.
The Company believes the accounting policies discussed in the Notes to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K are critical to understanding the results of its operations.
On June 1, 2024, the Company completed the purchase of a small tube and paper cone manufacturer in Brazil for $2.7 million. The financial results of this business are included in the Company’s Industrial Paper Packaging segment. The Company completed two acquisitions during 2023 at a net cash cost of approximately $372.6 million.
Acquisition activity in 2024 included the Company’s purchase of a small tube and paper cone manufacturer in Brazil for $2.7 million on June 1, 2024. The financial results of this business are included in the Company’s Industrial Paper Packaging segment.
In addition, these non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. The Company presents these non-GAAP financial measures to provide investors with information to evaluate Sonoco’s operating results in a manner similar to how management evaluates business performance.
The Company presents these non-GAAP financial measures to provide investors with information to evaluate Sonoco’s operating results in a manner similar to how management evaluates business performance.
Interest payments received for the cross-currency swaps are excluded from the net investment hedge effectiveness assessment and are recorded in “Interest expense” in the Company’s Consolidated Statements of Income.
Interest payments received for the cross- 40 FORM 10-K SONOCO 2025 ANNUAL REPORT currency swaps are excluded from the net investment hedge effectiveness assessment and are recorded in Interest expense in the Company’s Consolidated Statements of Income.
The Company calculates productivity savings as the difference between applicable current period costs and prior year costs, excluding the impact of estimated inflation or deflation, and volume changes where appropriate.
The Company calculates productivity savings as the difference between applicable current period costs and prior year costs, excluding the impact of estimated inflation or deflation, and volume changes where appropriate. The MD&A in this Form 10-K generally discusses 2025 and 2024 items and year-to-year comparisons between 2025 and 2024.
All amounts, percentages and disclosures for all periods presented in this Annual Report on Form 10-K reflect only the continuing operations of Sonoco unless otherwise noted.
The Consolidated Statements of Comprehensive Income, Changes in Total Equity, and Cash Flows are presented on a consolidated basis for both continuing operations and discontinued operations. All amounts, percentages and disclosures for all periods presented in this Annual Report on Form 10-K reflect only the continuing operations of Sonoco unless otherwise noted.
Further, Sonoco management does not, nor does it suggest that investors should, consider any non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Whenever reviewing a non-GAAP financial measure, investors are encouraged to review the related reconciliation to understand how it differs from the most directly comparable GAAP measure.
Further, Sonoco management does not, nor does it suggest that investors should, consider any non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.
Eviosys, a global supplier of metal packaging that produces food cans and ends, aerosol cans, metal closures and promotional packaging with a large metal food can manufacturing footprint in the Europe, Middle East, and Africa region, has approximately 6,500 employees in 44 manufacturing facilities across 17 countries.
Eviosys, now operated as Sonoco Metal Packaging EMEA in the Company’s Consumer Packaging segment, is a global supplier of metal packaging that produces food cans and ends, aerosol cans, metal closures and promotional packaging with a large metal food can manufacturing footprint in the EMEA region, which at the time of the acquisition included approximately 6,500 employees in 44 manufacturing facilities across 17 countries.
At December 31, 2024 and 2023, approximately $190.1 million and $85.8 million, respectively, of the Company’s reported cash and cash equivalents balances of $431.0 million and $138.9 million, respectively, were held outside of the United States by its foreign subsidiaries.
O f the Company’s total reported cash and cash equivalents balances of $378.4 million and $431.0 million a t December 31, 2025 and 2024, respectively, approximately $193.3 million and $190.1 million, respectively, were held outside of the United States by its foreign subsidiaries.

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